MannKind Corporation Non-Employee Director Compensation Policy (as of August 2, 2024)
This document outlines the compensation policy for non-employee directors of MannKind Corporation. Directors receive an annual cash retainer of $50,000, with the option to receive restricted stock units (RSUs) instead. They are also granted annual equity awards valued at $250,000 in RSUs, which vest immediately but are distributed when the director leaves the board. Additional cash compensation is provided for committee membership and chair roles, and the independent chairman receives a $50,000 premium. No initial equity grant is provided. The policy specifies amounts and conditions for each compensation element.
Exhibit 10.1
Non-employee Director Compensation
Adopted November 17, 2017
Modified November 14, 2018
Modified August 2, 2024
Element | Amount |
Annual Cash Retainer | $50,000 (cash) In lieu of cash, a director can elect to receive a RSU valued at $50,000 on the basis of the 20-day trailing average closing price as of the trading day immediately preceding the date of the annual meeting |
Annual Equity Grant | Intended equity value: $250,000 (The number of shares for this equity award will be determined using the then-current guideline price for employee equity awards.) |
Equity Vehicles | 100% RSU (RSUs vest immediately, but shares will not be distributed until the director leaves the board.) |
Initial Equity Grant | None |
Independent Chairman Premium | $50,000 (cash) |
Committee Member Compensation | Audit: $10,000 Compensation: $7,500 Nominating/Governance: $5,000 (cash) |
Committee Chair Premiums | Audit: $15,000 Comp: $12,500 Nominating/Governance: $5,000 (cash) |
