Vertex Pharmaceuticals Non-Employee Director Compensation Policy
This document outlines the compensation policy for non-employee members of the Vertex Pharmaceuticals Board of Directors. It specifies annual retainers, meeting fees for both in-person and telephonic participation, additional compensation for committee chairs, and details on equity grants awarded upon joining the board and annually thereafter. The policy also provides extra equity grants for the independent Chairman or Lead Independent Director. The agreement ensures clear, structured compensation for board service, including both cash payments and stock options, with vesting schedules and eligibility criteria.
Exhibit 10.50
Vertex Pharmaceuticals Non-Employee Board Compensation
| Annual Retainer: | $25,000 |
|
|
|
| Board Meeting Fees |
|
| In-Person Board Meetings | $2,500 |
| Telephonic Board Meetings | $1,250 (none for meetings called for less than 30 minutes) |
|
|
|
| Committee Meeting Fees |
|
| In-Person on Regular Board Meeting Day | $500 |
| In-Person Meeting held on Day other than regular | $1,000 |
| Board Meeting Day |
|
| Telephone Meeting | $375 |
|
|
|
| Committee Chair Compensation |
|
|
|
|
| Audit & Finance Chair | $20,000 annual retainer |
|
|
|
| Corporate Governance & Nominating | $20,000 annual retainer |
| Committee Chair |
|
|
|
|
| Management Development & Compensation Committee | $14,000 annual retainer |
| Chair |
|
|
|
|
| Equity Grants | Upon first election to the Board, 30,000 options, vesting quarterly over four years; and |
|
| On June 1 of each year in service, 20,000 fully vested options |
|
| On June 1 of each year, 2,500 fully vested options for the Chairman of the Board, if independent, or the Lead Independent Director. |
