Summary of Non-Employee Director Compensation for Otter Tail Corporation (April 2022)
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Summary
This document outlines the compensation structure for non-employee directors of Otter Tail Corporation as of April 2022. It specifies annual retainers for directors, the Chairman, and committee chairs, as well as the value of 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, while deferred stock units receive dividend equivalents and are paid out in company shares.
EX-10.28 2 ex1028summaryofnon-employe.htm EX-10.28 Document
SUMMARY OF NON-EMPLOYEE DIRECTOR COMPENSATION (April 2022)
Compensation: Non-employee directors shall receive the following remuneration:
| Director’s Retainer (except Chairman) | $ | 76,000 | ||||||
| Chairman of the Board Retainer | $ | 144,000 | ||||||
| Compensation and Corporate Governance Committee Chair Retainer | $ | 15,000 | ||||||
| Audit Committee Chair Retainer | $ | 21,000 | ||||||
| Restricted Stock Award Value (except Chairman) | $ | 95,000 | ||||||
| Restricted Stock Award Value (Chairman of the Board) | $ | 121,500 | ||||||
| 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.
