EX-10.18 2 a2017form10-kexhibit1018no.htm EXHIBIT 10.18
Exhibit 10.18
Dynex Capital, Inc.
Non-Employee Directors’ Annual Compensation
As of January 1, 2018
Cash Compensation
Annual retainer
Non-Employee Director $ 60,000
Additional annual retainers
Chairperson of the Board $ 25,000
Audit Committee Chair $ 20,000
Compensation Committee Chair $ 5,000
Nominating & Corporate
Governance Committee Chair $ 5,000
Annual retainers are payable in quarterly installments, prorated for the number of months served in the case of a change during the calendar year.
Excess meeting fee
In addition to the annual retainers, non-employee directors will also receive a cash fee of $1,000 for each meeting of the Board of Directors attended above 15 meetings per year and for each Board Committee meeting attended as a member above 15 meetings per year.
Equity Compensation
Non-employee directors will also receive an annual grant of restricted shares of the Company’s common stock with a grant date fair value of $60,000, which shares will vest at the end of one year. The shares are to be granted on the first Friday following the annual meeting of shareholders.