Adaptec, Inc. Non-Employee Director Compensation Policy (Amended Effective April 1, 2009)
This policy outlines the cash and equity compensation for non-employee directors of Adaptec, Inc. Non-employee directors receive annual and per-meeting retainers for serving on the Board and its committees, with additional compensation for chairpersons and participation in non-permanent committees. They are also eligible for discretionary equity awards under the company's 2006 Director Plan, as determined by the Board. The policy specifies the amounts and conditions for these payments and awards.
Exhibit 10.37
ADAPTEC, INC.
NON-EMPLOYEE DIRECTOR COMPENSATION POLICY
Cash Compensation
The following table lists our non-employee director cash compensation policy.
Non-Employee Director Cash Compensation (1) | ||||
Board of Directors | Audit Committee | Compensation Committee | Governance and Nominating Committee | |
Member Annual Retainer | $26,000 | $5,000 | $3,500 | $2,250 |
Per-Meeting Retainer | $2,000 | $1,200 | $1,200 | $1,200 |
Chairperson Annual Retainer | $10,000 | $10,000 | $7,000 | $4,500 |
(1) Board members serving on other Board committees that are not permanent Board committees receive additional compensation of $400 per meeting hour.
Equity Compensation
Non-employee directors are eligible to participate in the Adaptec, Inc. 2006 Director Plan (the "Plan"). Awards under the Plan are discretionary and are determined by the Board.