Quanex Corporation Summary of Non-Employee Director Compensation

Summary

This document outlines the compensation plan for non-employee directors of Quanex Corporation. Non-employee directors receive annual cash retainers, meeting fees, and committee chair fees, with the option to defer payments. They are also reimbursed for travel and living expenses related to meetings. New non-employee directors receive a one-time stock option grant after one year of service. All non-employee directors receive annual stock option grants and restricted stock awards, subject to recommendations by the Nominating & Corporate Governance Committee and Board approval.

EX-10.1 2 a05-15639_1ex10d1.htm EX-10.1

EXHIBIT 10.1

 

QUANEX CORPORATION

SUMMARY OF NON-EMPLOYEE DIRECTOR COMPENSATION

 

1.                                       Non-employee directors are paid in cash for their services with a deferral option.

 

2.                                       Unless and until a recommendation is made by the Nominating & Corporate Governance Committee and approval of the Board, the amount of cash compensation for non-employee directors is as follows:  Retainer - $40,000/year; Board meeting fee - $1,250/meeting for telephonic and $1,500 for in person; Committee meeting fee - $1,250/meeting; Committee chairman fee - $2,500/year; and reimbursement for all travel and living expenses associated with meeting attendance.

 

3.                                       Unless and until a recommendation is made by the Nominating & Corporate Governance Committee and approval of the Board, new non-employee directors receive a one-time non-incentive stock option grant of 5,000 shares after one year of service.

 

4.                                       Unless and until a recommendation is made by the Nominating & Corporate Governance Committee and approval of the Board, on the last business day of the fiscal year, non-employee directors receive an annual non-incentive stock option grant of $50,000 in value.

 

5.                                       Unless and until a recommendation is made by the Nominating & Corporate Governance Committee and approval of the Board, on the last business day of the fiscal year, non-employee directors receive an annual restricted stock award of $25,000 in value of the Company’s common stock during service as a non-employee director.