Outside Director Compensation Plan(a) Annual Cash Retainer: Board Member $30,000 Audit Committee Chair $10,000Audit Committee Member No additional compensationCompensation Committee Chair $10,000Compensation Committee Member No additional compensationNominating Committee Chair No additional compensationNominating Committee Member No additional compensation Additional Payments: Attendance Fee for In Person Attendance at Board Meeting $1,000Attendance Fee for Telephone Attendance at Board Meeting $500Attendance Fee for Committee Meeting Attendance $500 One-Time Option Grant New directors on date of initial election to Board None Annual Stock Option Grant(b) $80,000 Annual Grant of Restricted Stock(c) $30,000 Expense Reimbursement for travel, lodging and other reasonable out-of-pocket expenses incurred in attending board and committee meetings

Contract Categories: Business Finance - Stock Agreements
EX-10.22 29 o35800exv10w22.htm EXHIBIT 10.22 Exhibit 10.22
 

Exhibit 10.22
Outside Director Compensation Plan(a)
     
Annual Cash Retainer:
   
Board Member
  $30,000
 
Audit Committee Chair
  $10,000
Audit Committee Member
  No additional compensation
Compensation Committee Chair
  $10,000
Compensation Committee Member
  No additional compensation
Nominating Committee Chair
  No additional compensation
Nominating Committee Member
  No additional compensation
 
   
Additional Payments:
   
Attendance Fee for In Person Attendance at Board Meeting
  $1,000
Attendance Fee for Telephone Attendance at Board Meeting
  $500
Attendance Fee for Committee Meeting Attendance
  $500
 
   
One-Time Option Grant
   
New directors — on date of initial election to Board
  None
 
   
Annual Stock Option Grant(b)
  $80,000
 
   
Annual Grant of Restricted Stock(c)
  $30,000
 
   
Expense Reimbursement — for travel, lodging and other reasonable out-of-pocket expenses incurred in attending board and committee meetings
 
All amounts listed above are in U.S. dollars.
 
(a)   Each member of the Board, other than those who are employees of the Company, is eligible under the plan.
 
(b)   Each of these options will have an exercise price equal to the fair market value of the Company’s common stock on the date of grant and will vest 25% per year on each anniversary of the option grant date for 4 years.
 
(c)   Each share of restricted stock will fully vest on the first anniversary of the grant date.
Amount of shares issued for stock grants will equal to amount of stock award divided by the per share 123R charge as determined by the company for financial reporting purposes.
Timing of Director Compensation:
Each Director shall receive an initial stock option grant and restricted stock award the day of Lululemon’s prospective IPO. Thereafter, each Director will receive their annual stock option grant and restricted stock award on the date of the Company’s annual meeting. The cash retainer fees will be paid in arrears, quarterly or semi-annually at the Company’s discretion.