Exhibit 10.2
CALIX, INC.
Non-Employee Director Cash Compensation Policy, as amended June 1, 2017
| 1. | General. This Non-Employee Director Cash Compensation Policy (“Policy”) was adopted by the Board of Directors (“Board”) of Calix, Inc. (“Company”) on and is effective as of June 1, 2017. |
| 2. | Annual Cash Compensation. Each member of the board who is not employed by the Company or one of its affiliates shall be entitled to an annual retainer with the amount determined as follows (the net sum for each director, his or her “Annual Retainer”): |
| Amount | ||||
| Base Retainer | $ | 40,000 | ||
| Committee Service Premiums | ||||
| Audit Committee | $ | 10,000 | ||
| Compensation Committee | $ | 7,500 | ||
| Nominating & Corporate Governance Committee | $ | 5,000 | ||
| Cybersecurity Committee | $ | 5,000 | ||
| Chair Premiums | ||||
| Board Chair | $ | 40,000 | ||
| Audit Committee | $ | 35,000 | ||
| Compensation Committee | $ | 20,000 | ||
| Nominating & Corporate Governance Committee | $ | 10,000 | ||
| Cybersecurity Committee | $ | 10,000 | ||
| 3. | Timing of Payment. Annual Retainers shall be paid in quarterly installments in arrears on the date of each regularly scheduled quarterly board meeting. Installments will be pro-rated for any partial period of service. |
| 4. | Policy Subject to Amendment, Modification and Termination. This Policy may be amended, modified or terminated by the Board at any time in the future at its sole discretion. |