Mariner Energy, Inc. Non-Employee Director Compensation Policy (August 2007)
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Summary
Mariner Energy, Inc. has established a compensation policy for its non-employee directors, effective May 9, 2007. Non-employee directors receive annual cash fees, additional fees for serving as committee chairpersons, and per-meeting attendance fees. They are also granted annual restricted stock awards valued at $150,000, which vest over three years, and a one-time performance/retention stock grant valued at $50,000, vesting in 2010. This policy outlines the structure and timing of both cash and equity compensation for non-employee board members.
EX-10.3 2 h48871exv10w3.htm COMPENSATION OF NON-EMPLOYEE DIRECTORS exv10w3
Exhibit 10.3
MARINER ENERGY, INC.
COMPENSATION OF
NON-EMPLOYEE DIRECTORS
NON-EMPLOYEE DIRECTORS
On August 8, 2007, the Board of Directors (the Board) of Mariner Energy, Inc. (the Company) approved the following compensation of non-employee members of the Board:
1. Effective May 9, 2007, cash compensation of non-employee members of the Board is as follows:
Fee per | ||||||||
Service | Period | |||||||
Fee Description | ($) | Covered | ||||||
Non-employee director | 60,000 | Annual | ||||||
Chairman of audit committee | 20,000 | Annual | ||||||
Chairman of compensation committee | 15,000 | Annual | ||||||
Chairman of committee other than audit and compensation committees | 10,000 | Annual | ||||||
Board meeting (attendance in person or by phone) | 2,000 | Per meeting | ||||||
Committee meeting (attendance in person or by phone) | 1,500 | Per meeting |
2. The following equity compensation for each non-employee member of the Board to be made under the Companys Second Amended and Restated Stock Incentive Plan:
An annual grant of restricted shares of the Companys common stock (Common Stock) having a market value, determined by the last reported sales price for a share of Common Stock on the New York Stock Exchange on the last trading date prior to the date of grant, of $150,000, with one-third of the shares under each such grant to vest on each of the next three regularly-scheduled annual meetings of the Companys stockholders following the date of grant, with such grants to be made as of August 9, 2007, and annually thereafter on the date of the regularly-scheduled annual meeting of the Companys stockholders.
A special one-time performance/retention grant of shares of restricted Common Stock having a market value, determined by the last reported sales price for a share of Common Stock on the New York Stock Exchange on the last trading date prior to the date of grant, of $50,000, with all shares under such grants to vest on the date of the 2010 regularly-scheduled annual meeting of the Companys stockholders, with such grants to be made as of August 9, 2007.