Exhibit 10.1
EXHIBIT A
RETAINERS, FEES AND SHARE OWNERSHIP GUIDELINES
Base Annual Retainer
| | | | | |
Capacity of Service
| | Annual Amount
| | Payment Schedule
|
Non-Employee Director | | $ | 80,000 | | Annually on the date of each annual meeting for the upcoming plan year |
Supplemental Annual Retainers
| | | | | |
Capacity of Service
| | Annual Amount
| | Payment Schedule
|
Chair or Co-Chair of the Board | | $ | 160,000 | | Quarterly on the first day of each calendar year |
| | |
Chair of Audit Committee Chair of Compensation Committee Chair of Finance Committee Chair of Governance Committee Chair of Regulatory Compliance Committee | | $ $ $ $ $ | 7,500 7,500 7,500 7,500 7,500 | | Annually on the date of each annual meeting for the upcoming plan year |
Meeting Fees
| | | | | |
Type of Meeting
| | Meeting Fee*
| | Payment Schedule
|
Any Board or Committee meeting held in person (whether regularly scheduled or specially called) | | $ | 2,000 | | Quarterly in arrears, payable on the first day of the following quarter |
| | |
Any Board or Committee meeting held by conference call (whether regularly scheduled or specially called) | | $ | 500 | | Same |
* | A separate meeting fee is paid for each meeting attended, whether or not held on the same day. A single meeting fee is paid for a single meeting that covers more than one day. |
Special Project Fees
| | | | |
Project
| | Fee
| | Payment Schedule
|
Special project undertaken at request of the Board in capacity as a Non - Employee Director | | Up to $1,000 per day | | Upon completion of project |
Minimum Stock Ownership Guidelines:20,000 Shares. Once the guideline level has been achieved, the director is expected to hold such number of Shares until his or her termination as a director.