Synthetech Non-Employee Director Compensation Table (Fiscal 2006)
This document outlines the compensation structure for non-employee directors of Synthetech, Inc. Directors receive a combination of annual retainers, meeting fees, and stock option grants, with additional compensation for committee roles. Options are granted at market price and vest according to specified schedules. Directors are also reimbursed for expenses related to board service. The total compensation for directors in fiscal 2006 ranged from $14,000 to $16,500, with certain directors receiving additional payments for special committee service or research and development work.
EXHIBIT 10.9
NON-EMPLOYEE DIRECTOR COMPENSATION TABLE
|
|
Option grant to non-employee directors upon initial election or appointment to the Board | 10,000 shares(1) |
Annual retainer(2) | $10,000 |
Option grant to non-employee directors at first annual meeting after election or appointment | 15,000 shares(3) |
Option grant to non-employee directors after five years of service | 15,000 shares(3) |
Payment per Board meeting | $500 |
Payment per Audit Committee meeting | $500 |
Additional annual retainer for Chair of the Audit Committee | $1,000 |
Additional annual retainer for Compensation and Nominating and Governance Committee Members | $500 |
Reimbursement for expenses attendant to Board membership | Yes |
Range of total compensation earned by directors (for fiscal 2006)(4) | $14,000 -- $16,500 |
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(1) | The options are nonqualified stock options, are granted at the market price on the date of grant and are fully vested on the grant date. Mr. Ahrens does not receive stock options. |
(2) | To be paid in quarterly installments of $2,500. |
(3) | The options are nonqualified stock options, are granted at the market price on the date of grant and vest in five equal annual installments beginning at the first annual shareholders meeting after the date of grant. Mr. Ahrens does not receive stock options. |
(4) | In addition to the range disclosed, Synthetech paid Dr. Fagan $20,000 and granted him a fully-vested option to purchase up to 50,000 shares of Synthetechs common stock at an exercise price of $0.48 for his service on Synthetechs ad hoc Strategic Development Committee. Synthetech also paid Mr. Ahrens an aggregate of $52,000 during fiscal 2006 for research and development services. |