Compensatory Arrangements with Non-Management Directors

Annual Cash Retainer

$65,000

Additional Annual Cash Retainer for Non-Executive Chairman of the Board

$150,000

Additional Annual Cash Retainer for Audit Committee Chair

$10,000

Additional Annual Cash Retainer for Other Committee Chairs

$7,500

Board and Committee Meeting Attendance Fees

No meeting attendance fees for up to five board and five committee meetings attended.  $1,500 attendance fee for meetings attended over that number.  

Restricted Stock

Annual grant of shares having a value of $80,000, which vest in one installment on the first anniversary of the date of grant

Director Matching Contributions Program

Contributions by non-management directors to eligible non-profit organizations are matched dollar-for-dollar by the Corporation, in an amount not to exceed $10,000 per calendar year for each such director.