Summary of Director Compensation Effective January 1, 2014
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Summary
This document outlines the compensation structure for independent directors of the company, effective January 1, 2014. Independent directors receive an annual cash retainer of $70,000, with additional amounts for serving as Board Chair or committee chairs. Compensation is paid quarterly. Directors also receive annual equity grants in the form of restricted stock, with additional equity for the Board Chair. New board members receive prorated equity grants. There are no per-meeting fees. The agreement sets out the key terms and conditions for director compensation.
EX-10.31 3 a201310-k_exhibitx1031.htm EXHIBIT 10.31 2013.10-K_Exhibit_10.31
EXHIBIT 10.31
Summary of Director Compensation
Effective January 1, 2014
Cash Retainers (payable quarterly):
-Independent Directors - $70,000/year ($17,500/quarter)
-Board Chair - additional $40,000/year ($10,000/quarter)
-Audit Committee Chair - additional $15,000/year ($3,750/quarter)
-Compensation Committee Chair - additional $10,000/year ($2,500/quarter)
-Nominating & Governance Committee Chair - additional $7,500/year ($1,875/quarter)
Per Meeting Fees:
-None
Equity (all time-based restricted stock with a one year cliff vest):
-Independent Directors - $110,000/year
-Board Chair - additional $50,000/year
-All equity granted on date of annual meeting.
-New Board members will receive an equity grant equal to the annual grant amount but prorated from date of election to the first anniversary of the last annual meeting.
