Summary of Director Compensation for Non-Employee Directors of Power-One, Inc.
This document outlines the compensation for directors of Power-One, Inc. who are not company employees. Non-employee directors receive an annual retainer of $20,000, with additional payments for committee chair roles and meeting attendance. They are reimbursed for reasonable expenses related to board duties. Newly elected non-employee directors receive 12,000 restricted stock units that vest over three years, while continuing directors receive 4,000 units annually if certain service requirements are met. Stock units are paid out in company shares after vesting.
EXHIBIT 10-6
SUMMARY OF DIRECTOR COMPENSATION
We pay each of our directors who are not employees of Power-One, Inc. (“Non-Employee Directors”) as follows:
Annual retainer: $20,000
Supplemental annual retainers:
Audit Committee—Chair: $15,000
Other Committee—Chair: $5,000
Meeting fees paid for attendance (Board or Committee):
In person: $3,000/day
Telephonic Meetings: $1,000/day for meetings over two hours that involve substantial time and preparation.
Only one daily meeting fee is paid on days when multiple meetings of separate Committees, or Committee(s) and Board are held on same day. We also reimburse our Non-Employee Directors for reasonable out-of-pocket expenses incurred in connection with attending board and committee meetings.
Newly-elected Non-Employee Directors receive a grant of 12,000 restricted stock units upon their election to the Board. These units vest ratably over the three-year period following the grant. Non-Employee Directors continuing in office after our annual meeting each year receive a grant of 4,000 restricted stock units on the annual meeting date, provided that they have served on the Board for not less than 180 days as of the first day of the month in which the annual meeting occurs. Stock units granted to Non-Employee Directors are paid in shares of our common stock following the vesting date.
