Attached files
file | filename |
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10-Q - MSC INDUSTRIAL DIRECT CO INC | v170401_10q.htm |
EX-31.2 - MSC INDUSTRIAL DIRECT CO INC | v170401_ex31-2.htm |
EX-31.1 - MSC INDUSTRIAL DIRECT CO INC | v170401_ex31-1.htm |
EX-10.3 - MSC INDUSTRIAL DIRECT CO INC | v170401_ex10-3.htm |
EX-32.2 - MSC INDUSTRIAL DIRECT CO INC | v170401_ex32-2.htm |
EX-32.1 - MSC INDUSTRIAL DIRECT CO INC | v170401_ex32-1.htm |
EX-10.5 - MSC INDUSTRIAL DIRECT CO INC | v170401_ex10-5.htm |
EX-10.2 - MSC INDUSTRIAL DIRECT CO INC | v170401_ex10-2.htm |
EX-10.4 - MSC INDUSTRIAL DIRECT CO INC | v170401_ex10-4.htm |
EXHIBIT
10.1
Summary
of Outside Directors’ Compensation
Our
non-employee directors are entitled to receive the following
compensation:
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an
annual retainer of $42,000 per director for service on our
Board;
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a
fee for attendance at Board meetings of $2,000 per
meeting;
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a
fee for attendance at Board Committee meetings of $1,700 per
meeting;
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an
annual retainer of $10,000 for the Chairman of the Audit Committee and an
annual retainer of $5,000 for the Chairman of each of the Compensation
Committee and the Nominating and Corporate Governance
Committee; and
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·
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upon
each director's election or re-election to our Board at the annual
shareholders meeting, a restricted stock award per director consisting of
such number of shares having an aggregate fair market value of $80,000 on
the date of grant; 50% of these shares vest on the first anniversary of
the date of grant and 50% vest on the second anniversary of the date of
grant.
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Directors’
cash compensation is paid quarterly in arrears. The cash compensation
of directors who serve less than a full quarter is pro-rated for the number of
days actually served. Directors who are appointed between annual
shareholders meetings receive a pro-rated equity award upon appointment to our
Board. In addition, we reimburse our non-employee directors for
reasonable out-of-pocket expenses incurred in connection with attending
in-person board or committee meetings and for fees incurred in attending
continuing education courses for directors that are approved in advance by the
company.
The
standing committees of the Board of Directors currently are the Audit,
Compensation, and Nominating and Corporate Governance Committees.