Alteon Inc. Director Compensation Arrangements and 2005 Stock Option Plan (as Amended July 19, 2006)
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Summary
This document outlines how Alteon Inc. compensates its directors. Directors are reimbursed for expenses and receive a fee for each Board meeting attended—$1,500 in person or $1,000 by phone. Non-employee directors also receive stock options under the company's 2005 Stock Option Plan, granting them the right to purchase 20,000 shares at fair market value upon election or re-election, with options vesting after one year of Board service, provided they remain on the Board.
EX-10.11 2 v069033_ex10-11.htm
Exhibit 10.11
Alteon Inc.
Description of Director Compensation Arrangements
All of the directors are reimbursed for their expenses for each Board meeting attended. Directors who are not compensated as Alteon employees receive $1,500 per Board meeting attended in person and $1,000 for each Board meeting attended by telephone.
Compensation of Directors under Alteon’s 2005 Stock Option Plan, as amended on July 19, 2006
Pursuant to Alteon’s Amended 2005 Stock Option Plan, as amended on July 19, 2006, non-compensated directors also receive, upon the date of their election or re-election to the Board, a stock option to purchase 20,000 shares of common stock (subject to adjustment if they received stock options upon appointment to the Board between Annual Meetings of Stockholders to fill a vacancy or newly created directorship) at an exercise price equal to the fair market value of the common stock on the date of grant. Each of these options will vest and become exercisable upon completion of one full year of service on the Board following the date of grant, subject to the director’s continued service on the Board.