Viad Corp Summary of Compensation for Non-Employee Directors and Committee Members (as of February 23, 2005)

Contract Categories: Human Resources › Compensation Agreements
Summary

This document outlines the compensation and benefits provided by Viad Corp to its non-employee members of the Board of Directors and Board Committees. Non-employee directors receive an annual retainer, meeting attendance fees, annual grants of stock options and restricted stock, and additional benefits such as insurance and a charitable gift matching program. Committee members and chairpersons receive additional retainers and meeting fees. Stock options vest over five years, while restricted stock vests after three years. The agreement specifies the amounts and conditions for each type of compensation and benefit.

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EX-10.C 5 p70271exv10wc.txt EXHIBIT 10.C Exhibit 10.C VIAD CORP SUMMARY OF COMPENSATION OF NON-EMPLOYEE MEMBERS OF BOARD OF DIRECTORS AND OF BOARD COMMITTEES AS OF FEBRUARY 23, 2005 Board of Directors Annual Retainer.............................................. $30,000 Meeting Attendance Fee....................................... $ 1,600 Non-Qualified Stock Option (Annual Grant)(1)................. 2,500 shares Restricted Stock (Annual Grant)(2)........................... 1,000 shares Audit Committee Meeting Attendance Fee....................................... $ 1,500 Committee Chairman Annual Retainer........................... $10,000 Corporate Governance and Nominating Committee Meeting Attendance Fee....................................... $ 1,500 Committee Chairman Annual Retainer........................... $ 5,000 Human Resources Committee Meeting Attendance Fee....................................... $ 1,500 Committee Chairman Annual Retainer........................... $ 5,000 Additional Benefits(3)
- --------------------- (1) Seven-year option vests in five equal, annual installments of 20% of the shares granted beginning on the one-year anniversary of the grant date. (2) Restricted stock vests 100% on the third anniversary of the grant date. (3) Non-employee directors may participate in the Directors' Matching Gift Program, which provides for corporate matching of charitable contributions made by non-employee directors, on a dollar-for-dollar basis, up to an aggregate maximum of $5,000 per year. Viad Corp also provides non-employee directors with accidental death and dismemberment insurance benefits of $300,000 and travel accident insurance benefits of $300,000 when they are traveling on corporate business.