Sucampo Pharmaceuticals, Inc. Non-Employee Director Compensation Summary
This document outlines the compensation for non-employee directors of Sucampo Pharmaceuticals, Inc. Non-employee directors receive an annual cash retainer of $55,000, with additional payments for serving as Chairperson, Lead Independent Director, or as members or chairs of key board committees. Compensation is paid monthly. Non-employee directors also receive stock options upon joining the board and at each annual meeting, with vesting schedules over one to three years. Directors who are company employees do not receive this additional compensation.
Exhibit 10.35
Sucampo Pharmaceuticals, Inc.
Non-Employee Director Compensation Summary
This summary applies to each director of Sucampo Pharmaceuticals, Inc. (the “Company”) who is not a Company employee (a “Non-Employee Director”). Directors who are employed by the Company do not receive additional compensation for their service on the Board or its Committees.
Each Non-Employee Director receives an annual retainer of $55,000 for service as a director. An additional annual retainer of $30,000 is paid to the Chairperson of the Board or, if such individual is not a Non-Employee Director, to the Lead Independent Director instead. All annual retainers are paid in monthly installments.
Each member of the Audit Committee receives an annual retainer of $12,500; the Chair of the Audit Committee receives an additional annual retainer of $15,000.
Each member of the Compensation Committee receives an annual retainer of $10,000; the Chair of the Compensation Committee receives an additional annual retainer of $8,500.
Each member of the Nominating & Corporate Governance Committee receives an annual retainer of $6,000; the Chair of the Nominating & Corporate Governance Committee receives an additional annual retainer of $8,500.
Upon election or appointment to the Board, each Non-employee Director, is granted a non-qualified stock option to purchase 30,000 shares of Company class A common stock, which vests in 12 equal quarterly installments at the end of each successive three-month period following the grant date through the third anniversary of the grant date. On the date of each annual meeting of the Company’s stockholders, each Non-employee Director is granted a non-qualified stock option to purchase 20,000 shares of Company class A common stock, which vests in 12 equal installments at the end of each successive one-month period following the grant date through the first anniversary of the grant date.
