Pixelworks, Inc. 2005 Board Compensation Arrangements

Summary

This agreement outlines the compensation structure for members of the Board of Directors of Pixelworks, Inc. Directors receive a quarterly cash retainer, with additional fees for serving as Lead Director, Non-Management Chairman, or as chairs or members of key committees. Directors are also granted stock options under the company's 1997 Stock Incentive Plan, with a larger grant upon initial election and annual grants thereafter. No extra stock options are provided for committee service. The agreement specifies the amounts and conditions for these payments and grants.

EX-10.3 4 a05-4612_1ex10d3.htm EX-10.3

 

EXHIBIT 10.3

 

Pixelworks, Inc.

 

2005 Board Compensation Arrangements

 

 

 

Quarterly Fee

 

Annual Board Retainer Fee

 

$

5,000

 

Additional Fee paid to Lead Director or Non-Management Chairman

 

$

2,500

 

Additional Fee paid to Chair of Audit Committee

 

$

3,500

 

Additional Fees paid to Chairs of Compensation; Governance and Nominating Committees

 

$

1,000

 

Additional Fees paid to members of Audit Committee

 

$

1,000

 

Additional Fees paid to members of Compensation; Governance and Nominating Committees

 

$

500

 

 

Directors will also receive annual compensation in the form of equity issued under the Company’s shareholder-approved 1997 Stock Incentive Plan. A Director will earn an option to purchase 40,000 shares of the Company’s Common Stock upon initial election to the Board of Directors and an option to purchase 10,000 shares of the Company’s Common Stock annually thereafter.  No additional options will be earned for service on any committee of the Board of Directors.

 

1