Board of Director Compensation Effective April 1, 2011
EX-10.4 2 d241577dex104.htm NON-EMPLOYEE DIRECTOR COMPENSATION TERM SHEET NON-EMPLOYEE DIRECTOR COMPENSATION TERM SHEET
Exhibit 10.4
Board of Director Compensation
Effective April 1, 2011
| Retainer: | Retainer fees are paid quarterly, at the end of each quarter. Fees are as follows: | |||||
| Annual cash retainer: | $115,000 | |||||
| Additional retainer for Lead Independent Director: | $ 25,0001 | |||||
| Additional retainer for Audit Committee: | $ 10,000 | |||||
| Additional retainer for Audit Committee chair: | $ 15,000 | |||||
| Additional retainer for Compensation Committee chair: | $ 15,000 | |||||
| Additional retainer for Government Committee chair: | $ 10,000 | |||||
| Additional retainer for Policy Committee chair: | $ 7,500 | |||||
| Equity Grant: | Directors are awarded an annual equity grant of $130,000 in deferred stock units, awarded quarterly. The deferred stock units will be paid at the conclusion of board service, or earlier, as specified by the director, if he has five or more years of service. | |||||
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1 For the period from April 1, 2011 through July 18, 2011, Mr. Coleman served as Non-executive Chairman of the Board. He was paid an annual cash retainer of $250,000 during that period in addition to the annual cash retainer of $115,000 paid to the other Board members. | ||||||
