On July 1, 2005, the board of directors of TBC Corp. approved an increase in the annual retainer payable to non-employee directors of the company from $15,000 a year to $30,000 a year.
In addition, the board amended the 1989 Stock Incentive Plan to provide that each non-employee director will receive 1,000 restricted shares of TBC Common Stock on the date of each annual meeting of stockholders, beginning with the 2006 annual meeting. The plan previously provided that, on the date of each annual meeting of stockholders, each non-employee director would be granted restricted shares of TBC Common Stock having a market value of $10,000 on the date of grant, plus four tandem nonqualified stock options for each share of restricted stock.
Under the plan as amended and restated, non-employee directors will no longer receive tandem stock options in connection with their annual grant of restricted shares.
According to TBC, the purpose of the 1989 Stock Incentive Plan is to promote the company's long-term success "by providing financial
incentives to officers, key employees and non-employee directors of the company and its subsidiaries who are in positions to make significant contributions toward such success."
TBC's stock on the NASDAQ stock exchange was selling for $28.22 a share at the close of business on Thursday, July 7. That compares to a 52-week high and low of $30.44 and $18.80, respectively.
