Susquehanna Bancshares, Inc. Board of Directors Compensation Policy Effective July 1, 2012
This document outlines the compensation structure for directors of Susquehanna Bancshares, Inc. and its subsidiaries, effective July 1, 2012. Directors receive an annual cash retainer, restricted stock awards, and fees for attending board and committee meetings. Additional annual retainers are provided for lead directors and committee chairs. Telephonic meeting participation is compensated at 60% of the in-person meeting fee. The policy applies to both the holding company and its subsidiaries, with specific provisions to avoid duplicate payments for combined meetings.
Exhibit 10.25
Susquehanna Bancshares, Inc.
Board Compensation
Effective July 1, 2012
Holding Company and Bank Directors*
| Director Compensation Category | Effective 7/1/12 | |||
| Annual Retainer | $ | 30,000 | ||
| Equity – Restricted Stock | $ | 30,000 | ||
| All Boards – Meeting Fee | $ | 1,500 | ||
| All Committees – Meeting Fee | $ | 1,200 | ||
| Lead Director Annual Retainer | $ | 30,000 | ||
| Audit Committee Chair Annual Retainer | $ | 12,500 | ||
| Compensation Committee Chair Annual Retainer | $ | 12,500 | ||
| Nom. & Corp. Governance Chair Annual Retainer | $ | 7,500 | ||
| Risk Committee Chair Annual Retainer | $ | 7,500 | ||
| Telephonic Participation Meeting Fee | | 60% of In-Person Meeting Fee | ** | |
| * | Only one fee will be paid for participation in combined holding company and bank board or committee meetings |
| ** | Includes all telephonic meetings, even if they are single topic |
Subsidiary Board and Committee Fees
| Director Compensation Category | Effective 7/1/12 | |||
| All Boards – Meeting Fee | $ | 1,500 | ||
| All Committees – Meeting Fee | $ | 1,200 | ||
| Telephonic Participation Meeting Fee | | 60% of In-Person Meeting Fee | * | |
| * | Includes all telephonic meetings, even if they are single topic |
