Directors' Compensation Policy for Bank and Trust Company Non-Employee Directors
This document outlines the compensation policy for non-employee directors of the Bank and Trust Company. Non-employee directors receive fees for attending board and committee meetings, as well as annual retainer fees. Additional compensation is provided for certain roles, such as the Chairman of the Audit Committee. The policy also covers reimbursement for attending director seminars and notes the expiration of the company's stock option plan for directors. The agreement specifies that not all company directors serve on both boards and that compensation structures may change in the future.
Exhibit 10.5
Directors’ Compensation
All non-employee directors of the Bank and Trust Company receive $400 and $250, respectively, for each board meeting they attend. The non-employee directors of the Bank and Trust Company receive $150 for each committee meeting they attend. In addition, non-employee directors of the Bank and Trust Company are paid an annual retainer fee of $8,000 and $3,000, respectively, except that directors serving on the Bank board who also serve on the Trust Company board receive an additional $1,000 instead of $3,000 annual retainer for serving on the Trust Company board. In addition, the Chairman of the Audit Committee of the Company Board is paid an additional $2,000 retainer fee. All Company directors have been elected as directors of the Bank, but there is no assurance that this practice will continue. However, not all Company directors serve as directors of the Trust Company. There are no additional fees paid for being a Company director.
The Company also pays for all directors and their spouses to attend regular director seminars.
Non-employee directors were eligible to receive non-qualified stock options under the Company’s 1998 Stock Option Plan, although that plan expired on March 9, 2008, and no further awards may be granted under the plan.
