Director Compensation Committee Approved February 17, 2009 Board Approved February 17, 2009 Effective May 1, 2009
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EX-10.4 3 directorfeeschedule.htm DIRECTOR FEE SCHEDULE EFFECTIVE 050109 directorfeeschedule.htm
Exhibit 10.4
Director Compensation
Committee Approved February 17, 2009
Board Approved February 17, 2009
Effective May 1, 2009
Board of Director Retainer:
Outside directors to receive an annual retainer of $32,200 to be paid in a combination of cash and restricted stock.
Cash: A monthly cash payment of $2,100 ($25,200 annually) to be paid at the beginning of the month following the month of service. Directors may miss a maximum of two scheduled board meetings without penalty.
Restricted Stock: Annually, subject to full board approval, timing and vesting qualifications, outside directors will receive an equity award (restricted stock) with an economic value of $7,000.
Special Service Retainer
Special quarterly service retainers are paid the month following the end of the quarter for the following service
Board Chair $2,800
Audit Chair $2,500
Compensation Chair $1,500
Governance/Nominating Chair $1,500
ALCO Chair $1,500
Executive committee members $1,500
(Eligible if non-employee and not receiving Chair
Retainer)
Committee Meetings
In addition to the annual retainer, attendance at committee meetings entitles outside directors to additional compensation in the amount of $200 for attendance at scheduled “in-person” committee meetings and $100 for telephone meetings.
Telephone Board Meetings
Occasionally it is necessary to call a telephone meeting of the board of directors. Directors attending these meetings are entitled to $100.
