Attached files
file | filename |
---|---|
10-K - FORM 10-K - LEXMARK INTERNATIONAL INC /KY/ | l38254e10vk.htm |
EX-24 - EX-24 - LEXMARK INTERNATIONAL INC /KY/ | l38254exv24.htm |
EX-23 - EX-23 - LEXMARK INTERNATIONAL INC /KY/ | l38254exv23.htm |
EX-21 - EX-21 - LEXMARK INTERNATIONAL INC /KY/ | l38254exv21.htm |
EX-31.1 - EX-31.1 - LEXMARK INTERNATIONAL INC /KY/ | l38254exv31w1.htm |
EX-31.2 - EX-31.2 - LEXMARK INTERNATIONAL INC /KY/ | l38254exv31w2.htm |
EX-12.1 - EX-12.1 - LEXMARK INTERNATIONAL INC /KY/ | l38254exv12w1.htm |
EX-32.1 - EX-32.1 - LEXMARK INTERNATIONAL INC /KY/ | l38254exv32w1.htm |
EX-10.37 - EX-10.37 - LEXMARK INTERNATIONAL INC /KY/ | l38254exv10w37.htm |
EX-32.2 - EX-32.2 - LEXMARK INTERNATIONAL INC /KY/ | l38254exv32w2.htm |
Exhibit 10.45
Director Compensation Policy
The following table sets forth the compensation payable to nonemployee directors of Lexmark
International, Inc.:
Annual Retainer Fee |
$ | 50,000 | ||
Presiding Director Annual Retainer Fee |
$ | 10,000 | ||
Annual Chair Retainer Fee Finance and Audit Committee |
$ | 15,000 | ||
Annual Chair Retainer Fee Other Committees |
$ | 10,000 | ||
Daily Board Meeting Attendance Fee |
$ | 2,500 | ||
Committee Meeting Attendance Fees (if held other than on a Board Meeting date) |
||||
Finance and Audit Committee |
$ | 2,500 | ||
Other Committees |
$ | 2,000 | ||
Telephonic Meeting Attendance Fee |
$ | 750 | ||
Initial Equity Award (Restricted Stock Units) |
$ | 150,000 | ||
Annual Equity Award (Restricted Stock Units) |
$ | 100,000 |
Terms of Equity Awards
Initial Equity Award (Restricted Stock Units)
| Grant Date: Date of Election to the Board | ||
| Number of RSUs: Face value of award divided by the closing price of Lexmark Class A Common Stock on the last day of the prior fiscal year, rounded up to the nearest whole share | ||
| Vesting: 100% vested on the sixth anniversary of the Grant Date | ||
| Settlement: On termination of status as a Board member |
Annual Equity Award (Restricted Stock Units)
| Grant Date: Annual Meeting of Stockholders | ||
| Number of RSUs: Face value of award divided by the closing price of Lexmark Class A Common Stock on the Grant Date, rounded up to the nearest whole share | ||
| Vesting: 100% vested on the date immediately preceding the next Annual Meeting of Stockholders | ||
| Settlement: 34% on the second anniversary of the date of grant and 33% on each of the third and fourth anniversaries of the date of grant |
Deferred Stock Units: Pursuant to the terms of the Lexmark International, Inc. 2005 Nonemployee
Director Stock Plan, each nonemployee director may defer his or her retainer and/or meeting fees
into Deferred Stock Units based on the fair market value of Lexmark Class A Common Stock on the
date of deferral. The Deferred Stock Units are eligible for settlement initially on June 30th in
the fifth year following the date of grant.