EXHIBIT 10.6
ICAGEN, INC.
Summary of Director
Compensation
Compensation of our
Directors
Icagen, Inc. (the
“Company”) reimburses non-employee directors for
out-of-pocket expenses they incur in attending Board and committee
meetings and pays each non-employee director an annual retainer
fee. The Chairmen of the Company’s Audit, Compensation and
Nominating/Corporate Governance Committees receive an additional
annual retainer. For 2008, the annual retainer fee for all
non-employee directors was $25,000, and the annual retainer for the
Chairmen of the Audit, Compensation and Nominating/Corporate
Governance Committee was $10,000, $3,000, and $3,000, respectively.
On March 5, 2009, the Company’s Board of Directors, upon
recommendation of the Compensation Committee, approved a 50%
reduction in annual retainer fees from their 2008 levels.
Accordingly, the annual retainer fees for 2009 for all non-employee
directors will be $12,500 and the annual retainer fee for the
Chairmen of the Audit, Compensation and Nominating/Corporate
Governance Committees will be $5,000, $1,500 and $1,500,
respectively.
The Company also pays each
non-employee director $1,000 for attendance at each Board meeting
in which he or she participates in person or $500 if attendance is
by telephone. Each non-employee director also receives $1,000 for
each meeting of a committee of the Board that is held on a day
other than the day of any meeting of the full Board of Directors if
he or she participates in person, or $500 if attendance is by
telephone. Directors who are also the Company’s employees do
not receive any compensation in their capacities as
directors.
Upon the commencement of service on
the Board by any non-employee director, the Company grants to such
person a non-statu