Revlis:Not Sure You're Correct/Bulldzr Please Note
I see what you're saying but I do not read this as prohibiting additional compensation of BOD members beyond what is stated. Nowhere that I see does it say that BOD members cannot receive additional compensation beyond what is laid out here. I would read the cited language as setting a minimum for BOD compensation but NOT a maximum. No qualifying language such as "BOD members will receive no additional compensation other than that set forth in this paragraph' or any other limitation. So I would read it as BOD members will be receive compensation including BUT NOT LIMITED TO the following.
If someone can cite some other provision that limits compensation to that set forth there, that's another story.
I don't remember (w/out looking back) anything that prohibits the Compensation and stock option committee from awarding options to BOD members/or the BOD (which can act in place of the compensation committee of the BOD) from awarding options to themselves.
PS: Bull: notice that this interpretation does NOT make it seem that options are limited in number or by who they can be awarded to, so even though this seems contrary to my position, I don't believe that there's anything in the cited language to limit the discretion of the committee or BOD in rewarding themselves--of course there is always the theoretical limits of fiduciary duty and the obligation to maximize SHAREHOLDER value and the background threat of litigation if there is unjust enrichment/self-dealing etc.
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