Rockwell Collins, Inc. Non-Employee Director Compensation Summary As of October 1, 2016
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EX-10.S-1 2 col_exhibitx10-sx1x9302016.htm NON-EMPLOYEE DIRECTOR COMPENSATION SUMMARY Exhibit
Exhibit 10-s-1
Rockwell Collins, Inc.
Non-Employee Director Compensation Summary
As of October 1, 2016
Initial Election to Board
• | Granted restricted stock units ("RSUs") with a value equal to: |
◦ | $100,000 plus |
◦ | $120,000 multiplied by a fraction where the numerator is the number of days until the next Annual Meeting of Shareowners and the denominator is 365. |
Annual Retainer
• | $100,000 payable in equal quarterly installments at the beginning of each quarter. |
Annual Equity Grant
• | At each Annual Meeting of Shareowners, granted RSUs with a value of $120,000. |
Annual Lead Independent Director Fees
• | Additional cash retainer of $30,000, payable in equal quarterly installments at the beginning of each quarter. |
Annual Committee Chair Fees
• | Audit - $25,000 |
• | Compensation - $20,000 |
• | Technology and Cybersecurity - $20,000 |
• | Nominating and Governance - $15,000 |
• | Corporate Strategy and Finance - $15,000 |
• | All chair fees are payable in equal quarterly installments at the beginning of each quarter. |
Annual Audit Committee Fees
• | Each Audit Committee member, other than the Chair, receives $10,000, payable in equal quarterly installments at the beginning of each quarter. |
Annual Deferral Opportunity
• | Prior to the start of each calendar year, a non-employee director may elect to defer all or a portion of his or her cash fees by electing to receive RSUs in lieu thereof. |
* All annual amounts may be prorated for service periods of less than a year.
