Summary
Teradyne, Inc. (TER) filed an 8-K on October 27, 2005, detailing changes to its non-employee director compensation, effective January 1, 2006. The primary change involves an increase in annual cash retainers for directors and committee chairs. Notably, the annual retainer for non-employee directors will rise from $45,000 to $50,000, and the Board Chair retainer will increase from $90,000 to $100,000. The Audit Committee Chair retainer will also see a significant jump from $5,000 to $10,000. These adjustments aim to align director compensation with market standards and reflect the increased responsibilities associated with these roles. While cash compensation is being adjusted, the company has confirmed that no changes have been made to the non-cash equity compensation component for non-employee directors. This includes annual stock option grants and initial awards upon election. The company also clarified that the Teradyne Deferral Plan for Non-Employee Directors remains unchanged, allowing directors to defer compensation into interest-bearing accounts or a deferred stock unit account. Investors should note that these changes are specific to director compensation and do not directly impact operational or financial performance metrics typically reported in other SEC filings.
Key Highlights
- 1Teradyne's Board of Directors approved changes to non-employee director cash compensation, effective January 1, 2006.
- 2The annual retainer for non-employee directors will increase from $45,000 to $50,000.
- 3The Board Chair retainer will increase from $90,000 to $100,000.
- 4The Audit Committee Chair retainer will increase from $5,000 to $10,000.
- 5Compensation for other committee chairs (Compensation, Nominating/Corporate Governance) remains unchanged at $5,000.
- 6Non-cash equity compensation (stock options) for non-employee directors remains unchanged.
- 7The Teradyne Deferral Plan for Non-Employee Directors, allowing compensation deferral, has also not been modified.