Attached files

file filename
10-K - FORM 10-K - CRYOLIFE INCd10k.htm
EX-31.1 - CERTIFICATION BY STEVEN G. ANDERSON PURSUANT TO SECTION 302 - CRYOLIFE INCdex311.htm
EX-23.1 - CONSENT OF DELOITTE & TOUCHE LLP - CRYOLIFE INCdex231.htm
EX-31.2 - CERTIFICATION BY D. ASHLEY LEE PURSUANT TO SECTION 302 - CRYOLIFE INCdex312.htm
EX-10.9(B) - SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT - CRYOLIFE INCdex109b.htm
EX-10.9(A) - SECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT - CRYOLIFE INCdex109a.htm
EX-10.2(B) - SECOND AMENDMENT, DATED NOVEMBER 9, 2009, TO THE CREDIT AGREEMENT - CRYOLIFE INCdex102b.htm
EX-10.2(A) - FIRST AMENDMENT, DATED MAY 7, 2009, TO THE CREDIT AGREEMENT - CRYOLIFE INCdex102a.htm
EX-10.46 - FIRST AMENDMENT TO THE CRYOLIFE, INC. 2004 EMPLOYEE STOCK INCENTIVE PLAN - CRYOLIFE INCdex1046.htm
EX-21.1 - SUBSIDIARIES OF CRYOLIFE, INC. - CRYOLIFE INCdex211.htm
EX-32 - SECTION 906 CERTIFICATION OF CEO & CFO - CRYOLIFE INCdex32.htm

Exhibit 10.44

SUMMARY OF COMPENSATION ARRANGEMENTS

WITH NON-EMPLOYEE DIRECTORS

The following summarizes the fiscal 2009 compensation and benefits received by the non-employee Directors of CryoLife. It is intended to be a summary of compensation arrangements, and in no way is intended to provide any additional rights to any non-employee Director.

Annual Retainer and Committee Chair Fees

Each of the non-employee Directors of the Board of Directors of CryoLife received an annual cash retainer of $40,000. The Audit Committee Chairman received an additional $10,000 chairman’s fee, the Compensation Committee Chairman received an additional $7,500 chairman’s fee, and the Chairmen of the Nominating and Corporate Governance Committee and Regulatory Affairs and Quality Assurance Policy Committee each received an additional $5,000 chairman’s fee. The Presiding Director also received an additional $25,000 retainer, with $10,000 paid in cash and $15,000 paid in restricted stock that vests 12 months after the date of issuance. CryoLife pays all cash retainers on a monthly basis.

Restricted Stock Grants

The annual equity portion of non-employee Director compensation for fiscal 2009 was paid in the form of a grant of 10,000 shares of restricted stock. These shares were issued following the annual meeting of stockholders and vest on the first anniversary of issuance. The size and terms of the annual equity grant are subject to annual reevaluation by the Compensation Committee. If a Director ceases to serve as a Director for any reason, he will forfeit any unvested portion of the award.