Attached files
| file | filename |
|---|---|
| EX-31.2 - EXHIBIT 31.2 CERTIFICATION OF CHIEF FINANCIAL OFFICER - Rexnord Corp | ex312123115.htm |
| EX-10.1 - EXHIBIT 10.1 REXNORD CORPORATION DEFERRED COMPENSATION PLAN - Rexnord Corp | ex101123115.htm |
| EX-32.1 - EXHIBIT 32.1 CERTIFICATION OF CEO AND CFO - Rexnord Corp | ex321ceocfocertification12.htm |
| 10-Q - FORM 10-Q - Rexnord Corp | rxn12311510-q.htm |
| EX-31.1 - EXHIBIT 31.1 CERTIFICATION OF CHIEF EXECUTIVE OFFICER - Rexnord Corp | ex311123115.htm |
Exhibit 10.2
Compensation Policy and Stock Ownership Guidelines
for Outside Members of the Board of Directors
Compensation Element | Description |
Term | Directors serve staggered three-year terms. |
Cash Compensation | • Directors will receive annual cash compensation of $80,000, inclusive of Board and committee meeting attendance fees. • Committee Chairs will receive an additional annual fee as follows: Audit Committee – $15,000; Compensation Committee – $10,000; Nominating and Corporate Governance Committee – $10,000. • Non-Executive Chair will receive an additional annual fee of $60,000. • Directors can elect to have cash compensation paid in Rexnord stock as permitted by rules adopted by the Company from time to time. • Cash compensation program is effective as of January 1, 2016. |
Equity Grant | • Directors will receive an annual equity grant with a value of $110,000. • The vesting, form and methodology of the equity grant will be determined by the Compensation Committee from time to time. • Equity compensation program is effective as of May 1, 2016. |
Stock Ownership Guidelines | Directors will be required to hold a minimum of 4 times the annual cash retainer in Rexnord stock within five years of appointment (including vested options and vested, but deferred RSUs). |
Expenses | Rexnord will reimburse Directors for all reasonable out-of-pocket expenses related to their duties as a Director. |
D&O Insurance | Rexnord will maintain D&O insurance of at least $50 million annually. |
Indemnification | Rexnord will indemnify Directors to the fullest extent allowed by law. |
The cash compensation and equity grant will be prorated for partial year service (e.g., directors who join in the middle of a year). Cash compensation is paid quarterly in arrears.
Revised as of December 2015