Summary of Pixelworks Non-Employee Director Compensation

Summary

This document outlines the compensation for non-employee directors of Pixelworks. Directors receive a $40,000 annual cash retainer and equity grants, including an initial stock option grant of $74,000 upon appointment and an annual $74,000 RSU grant. Additional annual fees are paid for committee service and chair roles, with amounts varying by committee. The Chairman of the Board receives an extra $28,000 annually. Equity awards have specific vesting schedules and may accelerate upon a change of control.

EX-10.9 5 ex109summaryofpixelworksno.htm SUMMARY OF PIXELWORKS NON-EMPLOYEE DIRECTOR COMPENSATION Document

Exhibit 10.9

Summary of Pixelworks Non-Employee Director Compensation


General Board Service - Cash			Annual Retainer: $40,000
General Board Service - Equity			Initial grant upon election or appointment: $74,000 fair value in stock options (based on Black-Scholes valuation assumptions consistent with the Company’s financial reporting obligations and 30-day average stock price) with a six year term vesting 25% on the first anniversary of the grant date, and ratably on a monthly basis thereafter for the next three years, subject to acceleration on change of control Annual grant at annual meeting of shareholders: $74,000 fair value in RSUs (based on 30-day average stock price) vesting on first to occur of (1) the day before the next annual meeting of the Company’s shareholders that follows the grant date, or (2) the first anniversary of the grant date, subject to acceleration on change of control
Committee Member Service - Additional Annual Fees			Committee member annual fees: Audit: $8,000 (paid quarterly) Comp: $5,000 (paid quarterly) Corp Gov/Nom: $3,000 (paid quarterly)
Committee Chair Service - Additional Annual Fees			Committee Chair fees: Audit: $19,000 (paid quarterly) Comp: $10,000 (paid quarterly) Corp Gov/Nom: $7,500 (paid quarterly)
Chairman of the Board			Additional annual retainer: $28,000