Sigma-Aldrich 10-K 2010
Documents found in this filing:
The following table provides information relating to total compensation amounts paid to directors in 2009:
Director Compensation Table
Exhibit 10(s) (continued)
Directors who are employed by the Company receive no compensation or fees for serving as a director or for attending board or committee meetings. Directors who are not employed by the Company receive cash and stock compensation, as described below.
Except for David R. Harvey and George M. Church, each non-employee director received retainer fees of $50,000 in 2009 for being a member of the Board and its Committees. Dr. Harvey received retainer fees of $25,000. Dr. Church, who was elected to the Board in October 2009, received retainer fees of $12,500 in 2009. In addition, each non-employee director also received a fee for his or her participation in Board and Committee meetings. In May 2009, the Board voted that the Presiding Director will receive $4,000 as compensation for leading the Executive Session portion of each scheduled meeting. The following table provides information related to the meeting fees paid to non-employee directors:
Pursuant to the Companys 2003 Long-Term Incentive Plan, the Company currently provides non-employee directors with stock compensation as follows:
Nine of the ten existing non-employee directors received options to purchase 10,000 shares of common stock in 2009. Dr. Church received options to purchase 20,000 shares of common stock immediately after being appointed to the Board in October 2009. If elected at the 2010 annual meeting, all ten continuing non-employee directors will receive options to purchase 10,000 shares of common stock the day after the meeting. The option exercise price per share is equal to the fair market value, or the closing stock price, of the common stock on the date the option is granted. No option will vest or may be exercised to any extent until the holder has continually served as a director for at least three months from the date of grant, provided that such options will vest and become exercisable upon termination of service by reason of death, disability or retirement, subject to the terms and conditions of the plan. The options expire ten years from the date of grant.
Except for Dr. Harvey and Dr. Church, each existing non-employee Director received 1,200 shares of common stock on January 2, 2009.