PowerSecure International, Inc. Non-Employee Director Compensation Summary (as of March 1, 2016)

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Summary

This document outlines the compensation structure for non-employee directors of PowerSecure International, Inc. as of March 1, 2016. Non-employee directors receive an annual cash retainer, additional fees for board and committee roles, and stock awards. New directors receive restricted shares upon appointment, while continuing directors receive annual stock awards or restricted stock units, with vesting schedules based on their term or annual meeting dates. The agreement specifies the amounts, vesting conditions, and calculation methods for these compensations.

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EX-10.21 2 d121906dex1021.htm EX-10.21 EX-10.21

Exhibit 10.21

POWERSECURE INTERNATIONAL, INC.

Summary Sheet of Compensation of Non-Employee Directors

As of March 1, 2016

 

Director Fees:    Cash retainer of $50,000 per year, plus per meeting fee (excluding regular quarterly meetings) of $2,000 per meeting.
Board Chairman Fees:    $15,000 per year
Committee Chairman Fees:    $7,500 per year
Committee Membership Fees:    $7,500 per year per Committee
Stock Awards:    New Non-Employee Directors: Upon initial election or appointment, a new non-employee director receives a number of restricted shares of Common Stock equal to $50,000 divided by the closing sale price of the Common Stock on the date of initial election or appointment (or, if such date is not a trading day, on the first trading day thereafter) as reported by the New York Stock Exchange, vesting on (i) if the new director is elected by stockholders at an annual meeting of stockholders for a three year term, on the last full day of such new director’s term, and (i) for all other new directors, on the third anniversary of election or appointment.
   Continuing Non-Employee Directors: On the date of each Annual Meeting of Stockholders, each continuing non-employee director receives a number of restricted shares of Common Stock, or restricted stock units (RSUs) that may be settled at a date after vesting , or a combination of restricted shares and RSUs, at the election of such director, equal to $50,000 divided by the closing sale price of the Common Stock on the date of initial election or appointment as reported by the New York Stock Exchange, vesting in four equal quarterly installments commencing three months after the Annual Meeting.