2009 Independent Director Fee Schedule and Compensation Arrangements for Lynn Krominga

Contract Categories: Human Resources › Compensation Agreements
Summary

This document outlines the 2009 compensation structure for independent directors of the Board, including annual retainers and additional fees for committee chairs and members. It specifies that board fees are paid quarterly in advance. It also details special compensation for Lynn Krominga, who received an extra fee for serving as lead director and previously as non-executive chair. The compensation arrangements were approved by relevant board committees and ratified by the Board of Directors, with Ms. Krominga abstaining from votes on her own compensation.

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EX-10.32 32 w76123exv10w32.htm EX-10.32 exv10w32
Exhibit 10.32
2009 Director Fees
     Independent director Board fees for 2009 are as follows:
         
Annual Retainer
   $ 150,000  
Committee Chair Annual Retainer:  
        
Audit Committee
   $ 25,000  
Compensation Committee
   $ 15,000  
Fee for serving on Audit Committee (other than the Committee Chair)
   $ 10,000  
     Beginning in May 2009, the annual Board fees are payable quarterly in advance.
     In addition to the Board fees described above, in July 2009, the Governance and Compliance Committee of the Board of Directors approved 2009 compensation for Lynn Krominga serving as lead director commencing in May 2009 of $50,000. The lead director fee was ratified by the Board of Directors in August 2009. Ms. Krominga had previously received an additional fee of $100,000 for serving as non-executive chair of the Board from March 2008 to November 2008, which was recommended by the Compensation Committee and approved by the Board in May 2008. Ms. Krominga abstained from voting on these additional fee arrangements.