Non-Employee Director Compensation and Stock Grant Policy
This agreement outlines the compensation for non-employee directors of the company. Non-employee directors receive an annual base payment of $27,000, with additional payments for serving as chair of the Audit or Compensation Committees and for attending board and committee meetings. Additionally, each non-employee director is granted 2,000 shares of Class A Common Stock annually under the company's long-term incentive plan. Employee directors do not receive extra compensation for board service.
Exhibit 10.45
Director Compensation
Non-employee directors are entitled to receive the following compensation and stock options:
Base Compensation. Our directors who are also our employees serve without additional compensation. Non-employee directors receive $27,000 annually. The Audit Committee chairman receives an additional $4,500 annually and the Compensation Committee chairman receives an additional $3,000 annually. Non-employee directors also receive $1,250 for each meeting of the Board of Directors attended, $1,000 for each Audit Committee meeting attended and $800 for each Compensation Committee meeting attended.
Stock Grants. In addition to the base compensation, on the date of our annual meeting, each non-employee director receives a grant of 2,000 shares of Class A Common Stock pursuant to our non-qualified stock option long-term incentive plan for services rendered during the preceding year.
