2009 Non-Employee Director Compensation Schedule for Board Members

Summary

This document outlines the 2009 compensation plan for non-employee directors of the company. Directors receive an annual cash retainer of $65,000, with additional retainers for committee chairs ($10,000 for Audit Committee and $5,000 for Compensation & Nominating and Governance Committee). Each listed director is also granted 10,000 stock options and 10,000 restricted stock awards, which will be issued after certain blackout restrictions are lifted following the announcement of first quarter earnings and completion of a convertible debt exchange.

EX-10.39 4 h70103exv10w39.htm EX-10.39 exv10w39
EXHIBIT 10.39
Board Compensation for 2009:
Non-Employee Director Cash Compensation:
         
2009
Annual Retainer
  $ 65,000  
Chair of Audit Committee Annual Retainer
  $ 10,000  
Chair of Compensation & Nominating and Governance Committee Annual Retainer
  $ 5,000  
Non-Employee Director Equity Awards:
                 
Director   Stock Options(1)     Restricted Stock Award(1)  
Ben Guill
    10,000       10,000  
Richard A. Bachmann
    10,000       10,000  
Kenneth M. Burke
    10,000       10,000  
Edward C. Hutcheson, Jr.
    10,000       10,000  
Myles W. (Bill) Scoggins
    10,000       10,000  
Per Staehr
    10,000       10,000  
 
(1)   Equity awards to be granted once blackout restrictions are lifted in connection with announcement of first quarter earnings and consummation of the 6.5% convertible debt exchange.