Owens Corning Standard Retainer and Meeting Fee Arrangement for Non-Employee Directors (Effective January 1, 2008)
Owens Corning has established a compensation arrangement for its non-employee directors, effective January 1, 2008. Non-employee directors receive an annual retainer of $125,000, with additional retainers for committee chairs and the Lead Director. Directors are also paid $1,500 for each meeting attended and may receive 6,000 restricted shares of common stock upon joining the Board. Directors can choose to receive compensation in cash or stock, with at least half paid in stock. Payments are made quarterly after the company's earnings release.
Exhibit 10.32
Standard Retainer/Meeting Fee Arrangement for Non-Employee Directors
Effective January 1, 2008, Owens Corning’s Compensation Committee amended the standard retainer/meeting fee arrangement for non-employee directors to provide as follows:
| • | Non-employee directors receive an annual board retainer of $125,000. |
| • | The Chair of the Audit Committee receives an additional annual retainer of $15,000, and the Chairs of all other board committees receive an additional annual retainer of $10,000. The Lead Director receives an additional retainer of $75,000. |
| • | Directors receive meeting fees of $1,500 per meeting for attendance at each Board meeting, at each Committee meeting of which the director is a member, and at each other function which the director is requested by Owens Corning to attend. |
| • | Each new director is eligible for a grant of 6,000 restricted shares of Owens Corning common stock upon initial election or appointment to the Board. |
| • | Directors may elect to be paid in cash or Owens Corning common stock, with a minimum 50% stock requirement. |
| • | Directors will be paid meeting fees and retainers quarterly, on the third business day following Owens Corning’s earnings release. |
