Description of Non-Employee Director Compensation for Tenax Therapeutics, Inc.

Summary

This document outlines the compensation plan for non-employee directors of Tenax Therapeutics, Inc. Effective June 15, 2015, non-employee directors receive annual cash fees for board and committee service, with higher amounts for chairpersons. Directors are also granted stock options annually, which vest after one year and are exercisable for ten years. Additionally, directors are reimbursed for travel and related expenses incurred while attending meetings. Payments are made quarterly, and the plan specifies different compensation levels for various committee roles.

EX-10.1 3 tenx_ex101.htm DESCRIPTION OF NON-EMPLOYEE DIRECTOR COMPENSATION tenx_ex101.htm
Exhibit 10.1
 
DESCRIPTION OF NON-EMPLOYEE DIRECTOR COMPENSATION

Beginning June 15, 2015, all of our non-employee directors will be paid the following compensation for service on the Board and Board Committees:

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An annual director fee in each fiscal year of $45,000 ($55,000 for our board chairman), which is paid in equal quarterly installments on the first day of each fiscal quarter;

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An annual audit committee member fee in each fiscal year of $7,500 ($15,000 for our audit committee chairman), which is paid in equal quarterly installments on the first day of each fiscal quarter;

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An annual compensation committee member fee in each fiscal year of $5,000 ($10,000 for our compensation committee chairman), which is paid in equal quarterly installments on the first day of each fiscal quarter;

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An annual nominating and corporate governance committee member fee in each fiscal year of $3,500 ($7,000 for our nominating and corporate governance committee chairman), which is paid in equal quarterly installments on the first day of each fiscal quarter;

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An annual grant of 10,000 stock options (25,000 stock options in the initial year), which vest one-year after the grant date and are exercisable for a period of ten years, issued on the first day of each fiscal year; and

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Reimbursement of travel and related expenses for attending Board and Committee meetings, as incurred.