Description of Compensation Arrangements for Independent Directors of Marsh & McLennan Companies, Inc.
Marsh & McLennan Companies, Inc. outlines how it compensates its independent directors. Each director receives a $100,000 annual retainer, which can be paid in cash, company stock, or both, and an annual stock grant valued at $100,000. Committee chairs receive an additional $15,000 per year, and the independent chairman receives a $150,000 supplemental retainer, also payable in cash, stock, or both. These arrangements are effective as of June 1, 2009, and apply to the company’s annual board pay cycle.
Exhibit 10.2
Description of Compensation Arrangements for Independent Directors
Effective June 1, 2009, which was the start of the Board’s annual pay cycle, Marsh & McLennan Companies, Inc. (“MMC”) compensates its independent directors as follows:
Basic Annual Retainer. All independent directors will receive a basic annual retainer of $100,000. Under the terms of MMC’s Directors’ Stock Compensation Plan, directors may elect to receive the basic annual retainer in cash, common stock or a combination thereof.
Annual Stock Grant. On June 1 of each year, all independent directors will receive an annual grant of MMC common stock with a market value of $100,000 on the grant date.
Supplemental Annual Retainers for Committee Chairs. The chairs of the Board’s audit, compensation, compliance, finance, directors and governance and corporate responsibility committees will each receive a supplemental annual retainer of $15,000.
Supplemental Annual Retainer for Non-Executive Chairman. The Board’s independent chairman will receive a supplemental annual retainer of $150,000. The independent chairman may elect to receive this amount in cash, common stock or a combination thereof.
