Attached files
file | filename |
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10-K - FORM 10-K - ALBIREO PHARMA, INC. | y88343e10vk.htm |
EX-23.1 - EX-23.1 - ALBIREO PHARMA, INC. | y88343exv23w1.htm |
EX-21.1 - EX-21.1 - ALBIREO PHARMA, INC. | y88343exv21w1.htm |
EX-31.02 - EX-31.02 - ALBIREO PHARMA, INC. | y88343exv31w02.htm |
EX-31.01 - EX-31.01 - ALBIREO PHARMA, INC. | y88343exv31w01.htm |
EX-10.23 - EX-10.23 - ALBIREO PHARMA, INC. | y88343exv10w23.htm |
EX-32.01 - EX-32.01 - ALBIREO PHARMA, INC. | y88343exv32w01.htm |
Exhibit 10.24
SUMMARY OF THE REGISTRANTS NON-EMPLOYEE DIRECTOR COMPENSATION
Except as set forth below with regard to the fiscal year 2011 amendment to director
compensation, the Company pays each of its non-employee directors $30,000 annually or $60,000
annually to its lead director and/or Chairman. In addition, non-employee directors receive the
following committee-related fees annually: (1) $7,500 for participating on the Audit Committee or
$15,000 for chairing the committee; (2) $5,000 for participating on the Compensation Committee or
$15,000 for chairing the committee; and (3) $2,500 for participating on the Nominating and
Governance Committee or $5,000 for chairing the committee.
For the fiscal year ending September 30, 2011, the Companys Chairman and/or lead director
will receive, in lieu of the standard director compensation, $40,000 in cash as compensation for
serving as a director for the fiscal year ending September 30, 2011 and the remaining $20,000 in
the form of restricted stock units. Additionally, each other non-employee director will receive
$20,000 in cash as compensation for serving as a director for the fiscal year ending September 30,
2011 and the remaining $10,000 in the form of restricted stock units. The Company granted the
restricted stock units to its directors on October 1, 2010 (the Director RSUs) under the
Companys 2010 Stock Incentive Plan and the Director RSUs will vest in equal installments on each
of December 31, 2010, March 31, 2011, June 30, 2011 and September 30, 2011. The number of RSUs was
determined by dividing the amount the directors cash compensation was reduced ($20,000 or $10,000,
as the case may be) by the fair value of the Companys closing stock price on October 2, 2010. The
shares of common stock represented by the Director RSUs will be distributed on (and not before)
September 30, 2011, absent an intervening Reorganization Event or Change in Control Event (each as
defined in the Companys 2010 Stock Incentive Plan) that causes an earlier distribution.
Upon appointment, non-employee directors receive a one-time grant of an option to
purchase 25,000 shares of common stock. These options vest pro rata over one year. Annually,
non-employee directors receive an option to purchase 20,000 shares of common stock, which also vest
pro rata over one year. The exercise price of these options is the fair market value on the date of
grant. Each such option expires seven years after the date of grant under the Companys 2010 Stock
Incentive Plan.
The Company reimburses its non-employee directors for reasonable expenses incurred
in connection with attending board and committee meetings.