2005 Executive Officer and Director Compensation Summary and Consulting Agreement with David Lowenstein
This document outlines the 2005 compensation for executive officers and directors of the company. It specifies the base salaries for named executive officers effective January 1, 2005, and details the compensation structure for non-employee directors, including meeting fees and annual restricted stock grants. Additionally, it describes a consulting agreement with non-employee director David Lowenstein, who is paid $180 per hour for consulting services unrelated to acquisitions. Employee directors do not receive extra compensation for board service.
Exhibit 10.129
2005 Executive Officer and Director Compensation Summary
1. Executive Officer Compensation
Effective January 1, 2005, the following executive officers’ base salaries were increased to the following amounts (such amounts reflect base salary only and do not include perquisites benefits or bonus opportunities).
| Officer |
| Salary |
| |
|
|
|
|
| |
| Ed H. Bowman, Jr. |
| $ | 675,000 |
|
| Thomas C. Walker |
| $ | 350,000 |
|
| Barry L. Edwards |
| $ | 360,000 |
|
| Kerry D. Walbridge |
| $ | 320,000 |
|
| David Delgado |
| $ | 275,000 |
|
| Ronald Zazworsky |
| $ | 285,000 |
|
| Charles S. Gilbert |
| $ | 260,000 |
|
| W. Bryan Hill |
| $ | 200,000 |
|
| Ralph D. Burns |
| $ | 270,000 |
|
| Stephen W. Davis |
| $ | 270,000 |
|
2. Director Compensation
Directors who are employees of the Company do not receive additional compensation for serving as Directors. Each Director who is not an employee of the Company receives a fee of $2,500 for attendance at each Board of Directors’ Meeting; and $1,250 for attendance at committee meetings (unless held on the same day as a Board of Directors’ meeting), with the Committee Chairman receiving $1,250 for separate, individual meetings. Non-employee Directors also receive an annual grant of shares of restricted stock (typically vesting in 20%/30%/50% annual increments), the number of shares awarded currently is set to equal $40,000 divided by the average closing price of the Company’s Common Stock for the 10 days prior to the applicable annual meeting.
3. Consulting Agreement with Non-Employee Director
David Lowenstein, a non-employee Director, entered into a consulting agreement with the Company in January 2000. Under an addendum to this agreement, Mr. Lowenstein is compensated for his non-Board related services at an hourly rate for work done not related to acquisitions. Effective December 28, 2004 this hourly rate was increased to $180.00 per hour.
