| Compensation Element | Compensation | ||
| Board Annual Cash Retainer | $40,000 | ||
| Initial Equity Award (for new directors) | $360,000 | ||
| Annual RSU Award | $190,000 | ||
| Total Board Comp (Sum of: Annual Cash Retainer + Annual Equity Award) | $230,000 | ||
| Audit Committee Chair  | $20,000 | ||
| Audit Committee Member | $10,000 | ||
| Comp Committee Chair  | $15,000 | ||
| Comp Committee Member | $7,500 | ||
| Nom/Gov. or other Committee Chair  | $8,000 | ||
| Nom/Gov. or other Committee Member | $4,000 | ||
| Additional Premium for Board Chair | $100,000 | ||
| Stock Ownership Guidelines | 4x annual cash retainer | ||
| Time to achieve: 5 years |