e.Digital Corporation (fka EDIG)

[Neverending]

Oh you sure showed me! Eric Polis is a "director" and on the board not chairman of the board. His dad is still Jerry Polis so that does not change the point. Here is ths director compensation:

Director Compensation

Our directors are reimbursed for reasonable out-of-pocket expenses incurred in attending meetings of the board of directors and committee meetings. Employee directors do not receive any cash compensation for services as directors and have not received any equity compensation grants designated for such services. In addition, members of the board of directors who are not employees receive equity compensation grants as consideration for board and committee service from time to time. There is no established policy as to frequency or amount of equity compensation grants for non-employee directors.



The following table sets forth the compensation paid to our non-employee directors in 2012.



Name


Fee Earned or Paid in Cash


Option

Awards (1)


All Other Compensation


Total
Allen Cocumelli (2) $500 $3,415 -- $3,915
Renee Warden (2) $500 $3,415 -- $3,915
Eric M. Polis (2) $500 $3,415 -- $3,915


(1) The value listed in the above table represents the fair value of options on shares granted to each person during the year and valued under ASC 718. Fair value is calculated as of the grant date using a Black-Scholes option-pricing model. The determination of the fair value of share-based payment awards made on the date of grant is affected by our stock price as well as assumptions regarding a number of complex and subjective variables. Our assumptions in determining fair value are described in our audited consolidated financial statements for the year ended March 31, 2012, included in our Annual Report on Form 10-K.
(2) Each listed director was granted a five-year option on 250,000 shares during the year exercisable at $0.022 per share and vesting 25% on grant and 25% each six months.



During fiscal 2012 the Company paid the Law Office of Allen Cocumelli, owned by director Allen Cocumelli a total of $60,000 to provide legal and consulting advice to management primarily related to managing outside legal work including patent enforcement matters. The Company has retained the Law Office of Allen Cocumelli through January 2012 at the rate of $5,000 per month for future services but the arrangement is cancellable on 30-day notice.