Summary of Director Compensation Benefits for Board Members
This document outlines the compensation structure for directors of the company. Each director receives an annual retainer of $37,500, with additional retainers for serving on or chairing committees, and for the Lead Independent Director. Directors are paid extra for attending special board meetings beyond the regular five per year. Equity awards for directors are discretionary and subject to review by the Compensation Committee. The agreement sets out the key terms and conditions for director compensation, including cash payments and potential stock options.
EXHIBIT 10.06
SUMMARY OF DIRECTOR COMPENSATION BENEFITS
CASH COMPENSATION
| Each director shall receive an annual retainer of $37,500. |
| Directors who serve on the Compensation or Audit Committees will receive and additional annual retainer of $20,000. Directors who serve on committees other than the Compensation or Audit Committees will receive an additional annual retainer of $10,000. |
| Compensation and Audit Committee Chairpersons will receive an additional annual retainer of $10,000. The additional annual retainer for a committee Chairperson other than the Compensation or Audit Committees will be $5,000. |
| The Director who serves as the Lead Independent Director will receive an additional retainer of $10,000 per quarter. |
| There will be no meeting fees for director attendance of the five scheduled Board meetings per year. For each Special Meeting of the Board called pursuant to proper notice, in person or by telephone, beyond the five scheduled Board meetings per year, each director in attendance will receive a meeting fee of $2,000. There will be no meeting fees for any special committee meetings. |
STOCK OPTIONS
| Under the 2006 Equity Incentive Plan (2006 Plan), all director equity awards are discretionary. From time to time, the Compensation Committee will review the status of Board compensation in relation to other similarly situated U.S. public companies. |