Total System Services, Inc. Non-Employee Director Compensation Policy

Contract Categories: Human Resources › Compensation Agreements
Summary

This document outlines the compensation policy for non-employee directors of Total System Services, Inc. Non-employee directors receive annual cash retainers for board and committee service, additional retainers for committee chairs and the lead director, and an annual equity award split between stock options and shares. Directors may also participate in a stock purchase plan with company matching contributions, subject to annual limits. The policy specifies the amounts for each type of compensation and applies to all non-employee board members.

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EX-10.16 2 g25540exv10w16.htm EX-10.16 exv10w16
Exhibit 10.16
TOTAL SYSTEM SERVICES, INC.
Board of Directors Compensation for Non-Employee Directors
Cash Compensation
         
Annual Board Retainer
   $ 40,000  
 
        
Annual Committee Member Retainers
        
Audit Committee
   $ 15,000  
Compensation Committee
   $ 10,000  
Corporate Governance and Nominating Committee
   $ 7,500  
Executive 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  
 
        
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 $20,000, with 50% awarded in the form of fully vested stock options and 50% in the form of fully vested shares
Director Stock Purchase Plan
         
Annual maximum company cash contribution per director participant
   $ 3,000  
to company-sponsored open market stock purchase plan, with company’s contribution equal to 15% of director participant’s cash contribution, subject to annual maximum contribution limit by director of $20,000. Employee directors may participate in this plan.