EX-10.7 2 a63019ex107.htm EXHIBIT 10.7
Exhibit 10.7
Director Compensation
The compensation program for non-employee Directors is shown in the following table:

| Compensation Element | Non-Employee Director Compensation (1)(2)
| Board Chairman Annual Retainer | $125,000
| Board Member Annual Retainer (other than Board Chairman) | $70,000
| Audit Committee Chair Retainer | $25,000
| All Other Committee Chair Retainers | $15,000
| Technology Liaison | $10,000
| Share-based Compensation | Fair value on the date of the respective awards is used to determine the number of Restricted Stock Units ("RSUs") awarded. An annual award of $110,000 in RSUs following the Annual Shareholder Meeting. $110,000 in RSUs if joining the Board within six months after the prior Annual Shareholder Meeting, $55,000 in RSUs if joining more than six months after the prior Annual Shareholder Meeting but before the next Annual Shareholder Meeting. All awards have a 1-year vesting period.
| Basic Group Term Life Insurance | Premium for $10,000 face amount
| Business Travel Accident Insurance | Premium for $100,000 coverage

(1) | Annual retainer fees are paid following the Annual Shareholder Meeting each year. The annual retainer fees are prorated to the extent that a non-employee Director joins the Board after the Annual Shareholder Meeting.

(2) | Non-employee Directors may elect to defer cash compensation into RSUs.

Last Revision Date: May 22, 2019