Health Care REIT, Inc. Summary of Director Compensation for Non-Employee Directors
This document outlines the annual compensation for non-employee directors of Health Care REIT, Inc. Each non-employee director receives a $75,000 annual retainer, with additional payments for serving as Chairman or as a committee chair. Directors also receive extra fees for attending more than four board or committee meetings per year. Additionally, each non-employee director is granted deferred stock units valued at $125,000 annually, which can be converted to company shares after one year and include dividend rights.
EXHIBIT 10.13
HEALTH CARE REIT, INC.
Summary of Director Compensation
For each calendar year, each non-employee member of the Board of Directors of Health Care REIT, Inc. (the “Company”) will receive an annual retainer of $75,000, payable in equal quarterly installments. If there is a non-employee director serving as the Chairman of the Board, such individual will receive an additional retainer of $125,000. Additionally, the chairs of the Audit Committee, the Compensation Committee and the Nominating/Corporate Governance Committee will receive additional retainers of $25,000, $20,000 and $15,000, respectively. If the Board of Directors holds more than four meetings in a year, each non-employee member of the Board will receive $1,500 for each meeting attended in excess of four meetings. With respect to the Audit, Compensation, Executive and Nominating/Corporate Governance Committees, if any of these committees holds more than four meetings in a year, each non-employee member of these committees will receive $1,000 for each meeting attended in excess of four meetings.
Each of the non-employee directors will receive, in each calendar year, a grant of deferred stock units with a value of $125,000, pursuant to the Company’s Amended and Restated 2005 Long-Term Incentive Plan. The deferred stock units will be convertible into shares of common stock of the Company on the anniversary of the date of the grant. Recipients of the deferred stock units also will be entitled to dividend equivalent rights.
