Otter Tail Corporation Summary of Non-Employee Director Compensation (April 2023)
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Summary
Otter Tail Corporation outlines the compensation for its non-employee directors, including annual retainers, additional fees for committee chairs, and restricted stock awards. Directors can choose to receive their compensation in cash, stock, or a combination, and may defer payments under a Deferred Compensation Plan, with options for cash or stock units. Deferred cash earns interest above the prime rate, while deferred stock units receive dividend equivalents. The agreement specifies the amounts for each role and the terms for deferral and payment.
EX-10.20 3 a2023ex1020summaryofnonxem.htm EX-10.20 Document
SUMMARY OF NON-EMPLOYEE DIRECTOR COMPENSATION (APRIL 2023)
Compensation: Non-employee directors shall receive the following remuneration:
| Director’s Retainer (except Chairman) | $ | 80,000 | |||
| Chairman of the Board Retainer | $ | 148,000 | |||
| Compensation and Corporate Governance Committee Chair Retainer | $ | 15,000 | |||
| Audit Committee Chair Retainer | $ | 21,000 | |||
| Restricted Stock Award Value (except Chairman) | $ | 110,000 | |||
| Restricted Stock Award Value (Chairman of the Board) | $ | 136,500 | |||
| Restricted Stock Award Value (additional per committee) | $ | 10,500 | |||
Directors may elect to receive their retainer (other than expense reimbursements) in the form of cash, stock or a combination. Directors may elect to defer the receipt of all or part of their cash compensation pursuant to the Deferred Compensation Plan for Directors. The deferral may be in the form of cash or stock units. Cash deferrals receive interest at a rate equal to 1% over the prime commercial rate of U.S. Bank National Association. Deferrals in the form of stock units are credited quarterly with dividend equivalents equal to the dividend rate on Otter Tail Corporation’s common shares and the deferred amount is paid out in common shares.
