Total System Services, Inc. Board of Directors Non-Employee Compensation Summary (Effective May 31, 2012)
This document outlines the compensation structure for non-employee members of the Board of Directors of Total System Services, Inc. Effective May 31, 2012, non-employee directors receive annual cash retainers for board and committee service, with additional amounts for committee chairs and the lead director. Directors also receive an annual equity award valued at $112,000, split equally between fully vested stock options and shares. The compensation plan specifies the amounts for each role and committee, ensuring transparency and consistency in director payments.
Exhibit 10.1
TOTAL SYSTEM SERVICES, INC.
Board of Directors Compensation for Non-Employee Directors
(Effective May 31, 2012)
| Cash Compensation | ||||
| Annual Board Retainer | $ | 70,000 | ||
| Annual Committee Member Retainers | ||||
| Audit Committee | $ | 15,000 | ||
| Compensation Committee | $ | 10,000 | ||
| Corporate Governance and Nominating Committee | $ | 7,500 | ||
| Executive Committee | $ | 10,000 | ||
| Technology Committee | $ | 10,000 | ||
| Annual Committee Chair Retainers* | ||||
| Audit Committee | $ | 15,000 | ||
| Compensation Committee | $ | 10,000 | ||
| Corporate Governance and Nominating Committee | $ | 7,500 | ||
| Executive Committee | $ | 15,000 | ||
| Technology Committee | $ | 10,000 | ||
| Annual Lead Director Retainer | $ | 5,000 | ||
| * | Note: The committee chair receives both an annual committee member retainer and an annual committee chair retainer. |
Equity Compensation
An annual equity award with a fixed value of $112,000, with 50% awarded in the form of fully vested stock options and 50% in the form of fully vested shares
