Dex Media, Inc. Non-Management Director Compensation Arrangements Effective December 2, 2013

Summary

Dex Media, Inc. has established compensation terms for its non-management directors, effective December 2, 2013. Directors receive annual cash retainers for board and committee service, additional fees for chairing committees, and meeting attendance fees. They also receive an annual equity award in the form of company stock valued at $30,000. The arrangement outlines specific amounts for each role and responsibility, ensuring transparent and structured compensation for board service.

EX-10.31 2 dexmedia2013123110-kex10_x.htm EXHIBIT DexMedia2013123110-KEX10__DirectorComp

Exhibit 10.31

COMPENSATORY ARRANGEMENTS OF DIRECTORS

The Compensation and Benefits Committee of the Board of Directors of Dex Media, Inc. (the “Corporation”) approved non-management director compensation, effective as of December 2, 2013, as follows:

Service
Fee Amount
Annual Cash Retainer for Board Service

$120,000

Annual Chairman of the Board Retainer

$145,000

Annual Audit and Finance Committee Membership Retainer

$7,500

Annual Audit and Finance Committee Chairman Retainer

$25,000

Annual Compensation and Benefits Committee Membership Retainer

$7,500

Annual Compensation and Benefits Committee Chairman Retainer

$25,000

Annual Corporate Governance Committee Membership Retainer

$5,000

Annual Corporate Governance Committee Chairman Retainer

$15,000

Board and Committee Meeting Fee

$2,000

Annual Equity Retainer for Board Service

$30,000


Non-management directors also receive annual award of the Corporation’s common stock equal to $30,000 divided by the closing price of the Corporation’s common stock on the date of grant.