EXHIBIT 10.1
Cabot Corporation
Summary of Non-Employee Directors Compensation
The cash compensation payable to Cabot’s non-employee directors consists of separate annual cash retainers for serving on the Board and on each Committee on which a director serves, and an annual cash retainer for serving as non-Executive Chairman of the Board or as a Committee chair. Following a review of the competitiveness of Cabot’s director compensation practices, on July 8, 2010, upon the recommendation of the Governance and Nominating Committee of the Board of Directors, Cabot’s Board of Directors approved an increase, effective July 1, 2010, from $31,000 to $65,000 in the annual cash retainer payable to each non-employee Director for his or her service on the Board. No other changes were made in the cash compensation package. With this change, the annual cash compensation payable to Cabot’s non-employees consists of the following payments:
| • | An annual retainer of $65,000 for service on the Board of Directors |
| • | An annual retainer of $21,000 for service on the Audit Committee |
| • | An annual retainer of $7,000 for service on each of the Compensation, Safety, Health and Environmental Affairs, or Governance and Nominating Committees |
| • | An annual retainer of $110,000 for service as Non-Executive Chairman of the Board of Directors |
| • | An annual retainer of $40,000 for service as Chair of the Audit Committee |
| • | An annual retainer of $10,000 for service as Chair of the Compensation, Safety, Health and Environmental Affairs, or Governance and Nominating Committees |
In addition to the cash compensation described above, under Cabot’s Non-Employee Directors’ Stock Compensation Plan (the “Directors’ Stock Plan”), each non-employee director receives shares of Cabot common stock as a portion of his or her compensation for services performed in the calendar year. On July 7, 2010, the Governance and Nominating Committee of the Board of Directors authorized, for calendar year 2011, the issuance to each non-employee director of the number of whole shares of Cabot common stock having, on the date of grant, a market value as close as possible to $75,000 for services to be performed in the calendar year.