Director Compensation Plan Exhibit A – Board and Committee Retainers and Equity Grants (as of May 4, 2023)

Summary

This document outlines the compensation structure for directors of the company as of May 4, 2023. Directors receive an annual cash retainer of $90,000, with additional cash retainers for serving as committee chairs or members. No meeting fees are provided. Directors are also granted restricted stock, valued at $145,000 (or $265,000 for the non-executive Chairman), based on the company's stock price, with shares vesting one year after the grant date.

EX-10.1 2 d427296dex101.htm EX-10.1 EX-10.1

Exhibit 10.1

Exhibit A to Director Compensation Plan

Cash Board Retainers as of May 4, 2023

 

Annual Board retainer

   $ 90,000  

Committee Chair retainers:

  

•    Audit Committee Chair

   $ 25,000  

•    Compensation Committee Chair

   $ 20,000  

•    Governance Committee Chair

   $ 15,000  

Committee Member retainers:

  

•    Audit Committee Member

   $ 2,000  

•    Compensation Committee Member

   $ 2,000  

•    Governance Committee Member

   $ 2,000  

Meeting Fees

None

Equity grants as of May 4, 2023

Restricted stock determined by dividing $145,000 (except for non-executive Chairman, who shall receive $265,000) by the 20-day volume weighted average price (VWAP) of the Company’s common stock on the New York Stock Exchange as of the date immediately preceding the Company’s Annual Meeting of Stockholders. Restricted stock will vest upon the first anniversary of the grant date.