Summary of Cash Compensation for Directors of Worthington Industries, Inc.

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Summary

This document outlines the cash compensation policy for non-employee directors of Worthington Industries, Inc., effective September 2011. Non-employee directors receive annual retainers, additional fees for serving as committee chairs, and payments for attending board and committee meetings. Employee directors do not receive extra compensation for board service. Directors are also reimbursed for expenses related to their duties. The policy specifies the amounts for each type of compensation and reflects changes approved by the Board of Directors on June 29, 2011.

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EX-10.44 5 dex1044.htm SUMMARY OF CASH COMPENSATION FOR DIRECTORS OF WOR Summary of Cash Compensation for Directors of WOR

Exhibit 10.44

SUMMARY OF CASH COMPENSATION

FOR DIRECTORS OF

WORTHINGTON INDUSTRIES, INC.

(Approved June 29, 2011 and effective September, 2011)

On June 29, 2011, the Board of Directors (the “Board”) approved the following changes to the cash compensation for non-employee directors of Worthington Industries, Inc. (the “Company”), based on market information. The changes take effect September, 2011. Non-employee directors of the Company receive the following cash compensation. Directors who are employees of the Company receive no additional compensation for serving as members of the Board or as members of Board committees. Directors are reimbursed for out-of-pocket expenses incurred in connection with their serving as directors, including travel expenses.

 

     Prior      New  

Annual Retainer:

    $ 45,000       $ 55,000   

Lead Independent Director Annual Retainer:

    $ 25,000       $ 25,000   

Attendance at a Board Meeting (including telephonic meetings):

    $ 1,500       $ 1,500   

Audit Committee Chair Additional Annual Retainer:

    $ 10,000       $ 15,000   

Compensation Committee Chair Additional Annual Retainer:

    $ 7,500       $ 10,000   

Committee Chair (other than Audit or Compensation) Additional Annual Retainer:

    $ 7,500       $ 7,500   

Attendance at a Board Committee Meeting (including telephonic meetings):

    $ 1,500       $ 1,500