our employee population consisted of approximately 52 individuals, and (b) to identify the “median employee” from our employee population, we collected actual base salary, bonus earned, and any overtime paid during the period from January 1, 2018 through December 31, 2018.
Compensation of Directors
During 2018, the independent directors’ compensation consisted of cash and equity retainers amounting to $40,000 and $65,000, respectively. In addition, the lead independent director, the audit committee chairman, the compensation committee chairman, and the nominating & corporate governance chairman received annual retainers of $25,000, $20,000, $15,000, and $10,000, respectively. Effective July 2018 the investment committee chairman received an annual retainer of $15,000. Each member of the audit committee, the compensation committee, the nominating & corporate governance committee and the investment committee received annual retainers of $10,000, $7,500, $5,000 and $5,000, respectively. Meeting fees were eliminated in 2018 as part of the compensation program. All directors receive reimbursement of reasonable out-of-pocket expenses incurred in connection with attendance at meetings of the Board.
We have provided below certain information regarding compensation earned by and paid to our directors during fiscal year 2018 (amounts in thousands).
Name
|
|
|
Fees Paid
in Cash in
2018
(1)
|
|
|
LTIP Unit
Awards
(2)
|
|
|
Total
|
|
Brian D. Bailey
(3)(4)
|
|
|
|
$
|
74
|
|
|
|
|
$
|
63
|
|
|
|
|
$
|
137
|
|
|
Elizabeth Harrison
(5)
|
|
|
|
|
25
|
|
|
|
|
|
30
|
|
|
|
|
|
55
|
|
|
I. Bobby Majumder
(6)
|
|
|
|
|
89
|
|
|
|
|
|
63
|
|
|
|
|
|
152
|
|
|
Romano Tio
(7)
|
|
|
|
|
71
|
|
|
|
|
|
63
|
|
|
|
|
|
134
|
|
|
R. Ramin Kamfar
|
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
|
|
|
—
|
|
|
(1)
Excludes $8,333 of the $25,000 annual retainer paid in 2017, which retainer also compensated for services to be rendered in 2018 in the amount of $8,333.
(2)
Reflects 6,263 LTIP Units granted under the Second Amended 2014 Individuals Plan (which has subsequently been amended and restated in its entirety by the Third Amended 2014 Individuals Plan) to Mr. Bailey, Mr. Majumder and Mr. Tio, and 3,165 LTIP Units granted under the Third Amended 2014 Individuals Plan to Ms. Harrison, each a non-employee director. The amounts reported for each non-employee director reflect the grant date fair value of the award based on the closing price of the shares on January 1, 2018 and October 4, 2018, respectively (i.e. $10.11 and $9.37).
(3)
Includes standard Board retainer of $40,000, audit committee chairperson retainer of $20,000, compensation committee member retainer of $7,500, investment committee member retainer of $5,000 and nominating committee member retainer of $5,000, less $8,333 paid in 2017. Includes one $2,000 payment and one $2,500 payment paid in 2018 for 2017 meetings. Does not include $1,199 paid in 2019 for services rendered in 2018.
(4)
In June 2019, Mr. Bailey notified the board of his resignation from his position as a director of the Company, effective June 21, 2019.
(5)
Includes standard Board retainer of $40,000, compensation committee member retainer of $7,500, and nominating committee member retainer of $5,000, pro-rated for Ms. Harrison’s service during 2018.
(6)
Includes standard Board retainer of $40,000, lead independent director retainer of $25,000, audit committee member retainer of $10,000, compensation committee member retainer of $7,500 and nominating committee chairperson retainer of $10,000, less $8,333 paid in 2017. Includes one $2,000 payment and one $2,500 payment paid in 2018 for 2017 meetings.
(7)
Includes standard Board retainer of $40,000, compensation committee chairperson retainer of $15,000, audit committee member retainer of $10,000, nominating and corporate governance member retainer of $5,000, and investment committee member retainer of $5,000, less $8,333 paid in 2017. Includes one $2,000 payment and one $2,500 payment paid in 2018 for 2017 meetings. Includes $2,398 paid in 2018 for services to be rendered in 2019.