Rockwell Collins, Inc. Non-Employee Director Compensation Summary Effective April 17, 2013

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EX-10.S-1 2 col_exhibitx10-sx1x6302013.htm NON-EMPLOYEE DIRECTOR COMPENSATION SUMMARY COL_Exhibit_10-s-1_6.30.2013


Exhibit 10-s-1

Rockwell Collins, Inc.
Non-Employee Director Compensation Summary
Effective April 17, 2013

Initial Election to Board
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Granted restricted stock units under our 2006 Long-Term Incentives Plan (the “Plan”) with a value equal to
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$100,000 plus
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$110,000 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
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$100,000 payable in equal quarterly installments at the beginning of each quarter.
Annual Equity Grant
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At each Annual Meeting of Shareowners, granted restricted stock units under the Plan with a value of $110,000.
Annual Committee Chair Fees
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Audit - $20,000
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Compensation - $15,000
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Nominating and Governance - $10,000
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Technology - $10,000
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All chair fees are payable in equal quarterly installments at the beginning of each quarter.
Annual Lead Independent Fee
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$20,000, payable in equal quarterly installments at the beginning of each quarter.
Annual Audit Committee Fees
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Each Audit Committee member, other than the Chair, receives $5,000, which is payable in equal quarterly installments at the beginning of each quarter.
Annual Deferral Opportunity
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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 restricted stock units in lieu thereof.