SPS COMMERCE, INC. NON-EMPLOYEE DIRECTOR COMPENSATION PLAN Adopted: February 24, 2015
Exhibit 10.1
SPS COMMERCE, INC.
NON-EMPLOYEE DIRECTOR COMPENSATION PLAN
Adopted: February 24, 2015
Director annual retainer: Annual retainer, payable in case, of $27,500 per director except for the chairperson who shall receive $39,500
Committee chairs annual retainer: Annual retainers, payable in cash, of:
| Audit Committee: | $ | 15,000 | ||
| Compensation Committee: | $ | 10,000 | ||
| Governance and Nominating Committee: | $ | 6,800 |
Committee member annual retainer: Annual retainers, payable in cash, of:
| Audit Committee: | $ | 5,000 | ||
| Compensation Committee: | $ | 4,000 | ||
| Governance and Nominating Committee: | $ | 2,700 |
Non-statutory stock option grants:
| • | To purchase up to $46,175 of common stock calculated as the grant date fair value of the stock-based awards computed in accordance with FASB ASC 718 on the date of the Company’s annual meeting of stockholders using the closing sale price for a share of the Company’s common stock on the Nasdaq Global Market on the date of the annual meeting of stockholders |
| • | Granted to directors who are elected to the board at the annual meeting of stockholders |
| • | Exercise price per share equal to the closing sales price for a share on the Nasdaq Global Market on the date of the annual meeting of stockholders |
| • | Vest in four equal installments on the last day of each fiscal quarter with the first vesting occurring on June 30, provided the recipient remains a member of the board as of the vesting date |
| • | Maximum term of seven years measured from the date of grant |
Restricted stock grants:
| • | To acquire up to $46,175 of restricted common stock calculated by dividing this amount by the closing sale price for a share of the Company’s common stock on the Nasdaq Global Market on the date of the Company’s annual meeting of stockholders |
| • | Granted to directors who are elected to the board at the annual meeting of stockholders |
| • | Vests in four equal installments on the last day of each fiscal quarter with the first vesting occurring on June 30, provided the recipient remains a member of the board as of the vesting date |
Reimbursement of expenses: The Company shall reimburse directors for reasonable expenses incurred in connection with attending board and committee meetings.
