John, Cruiser & John:
The following was taken verbatim from BAY's 1996 Annual Report. I know there has been alot of discussion about compensations packages, so this should help set the record straight.
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Compensation of Directors:
The Company's non-employee directors receive $1,500 for each meeting of the Board of Directors they attend and $1,000 for each committe meeting they attend. In addition, each non-employee director receives an annual retainer of $21,000. During the 1996 fiscal year, each of the Company's non-employee directors also received an option to purchase 15,000 shares of the Company's Common Stock (which gives effect to a three-for-two share stock dividend declared on October 1995) under the Company's 1994 Outside Directors Stock Option Plan (the "Directors Option Plan"). The Company's directors who are also officers of the Company did not receive any compensation for their services as memebers of the Board of Directors.
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Perhaps some of the confusion, regarding Directors Compensation, relates to the fact that 5 of 9 Board Members are employees; Ludwick, Severino, Schmidt, Ruehle and Bowen. Annual salaries for this group ranged for a low of $250,000 to a high of $397,000. Also, they saw fit to give themselves a nice bonus (I always thought a bonus was awarded for exemplary financial performance) ranging from $100,000 to $212,000. Still, not bad work if you can get it!
Hope this helps clarify the question of Board Compensation.
Regards,
Jack |
