Non-Employee Director Compensation Plan for Board Members
Contract Categories:
Human Resources
›
Compensation Agreements
Summary
This agreement outlines the compensation plan for non-employee directors of the company. Directors receive their annual retainer and meeting fees in the form of Restricted Stock Units (RSUs), which vest over time or when a director leaves the board. Directors may defer part of their RSUs, and the company can pay out in stock or cash. The plan specifies annual fees for directors, the board chairman, committee chairs, and audit committee members.
EX-10.2 2 dex102.htm NON-EMPLOYEE DIRECTOR COMPENSATION PLAN Non-Employee Director Compensation Plan
Exhibit 10.2
NON-EMPLOYEE DIRECTOR COMPENSATION PLAN
| 1) | All director annual retainer and meeting fees will be paid in the form of Restricted Stock Units (“RSU”); |
| 2) | The vesting schedule for the RSUs will be as follows: |
| A. | First Tranche (one-third of the RSU) - earlier of (a) the third anniversary of the grant date and (b) the date a Director ceases to be a Director of the Company; |
| B. | Second Tranche (remaining two-thirds of the RSU) - the date the Director ceases to be a Director of the Company; |
| 3) | Directors have the option to defer the First Tranche pursuant to the terms of the Plan and the Company may elect to make payment in the form of Company Common Stock or cash; and |
| 4) | The schedule of fees is as follows: |
| A. Director Annual Retainer | - $ | 180,000 | |
| B. Chairman BOD | - $ | 120,000 | |
| C. Chairman of Audit | - $ | 35,000 | |
| D. Chairs of Committees | - $ | 20,000 | |
| E. Audit Committee Member | - $ | 20,000 |
