2010 INDEPENDENT DIRECTOR DEFERRED STOCK AWARD AGREEMENT
Name of Independent Director:
This Agreement evidences the grant by Compass Minerals International, Inc., a Delaware corporation
(the “Company”) of Deferred Stock to the above-referenced “Director” on April 1, 2010; July 1, 2010;
October 1, 2010; and January 1, 2011 (each a “Quarterly Grant Date”) pursuant to the Compass Minerals
International, Inc. 2005 Incentive Award Plan, as amended from time to time (the “Plan”). By accepting the
Award, Director agrees to be bound in accordance with the provisions of the Plan, the terms and conditions of
which are hereby incorporated in this Agreement by reference. Capitalized terms not defined herein shall have
the same meaning as used in the Plan.
1. Deferred Stock . The number of shares of Deferred Stock subject to this Agreement shall be
determined as of each Quarterly Grant Date and shall be equal to the ratio of (A) the aggregate value of the
Director’s fees for the applicable calendar quarter to be paid in the form of Deferred Stock pursuant to
Director’s election on Exhibit A attached hereto, to (B) the Fair Market Value per share of Stock as of such
Quarterly Grant Date.
2. Accounting for Deferred Stock . The Company shall maintain a separate bookkeeping account
(the “Deferred Stock Account”) to reflect the shares of Deferred Stock subject to this Agreement. Such
Deferred Stock Account shall be administered in a manner consistent with the Compass Minerals International,
Inc. Directors’ Deferred Compensation Plan.
3. Vesting . The Deferred Stock shall be 100% vested at all times.
4. Payment Following Separation or Other Specified Date . At the time Director ceases to be a
member of the Board for any reason or any earlier date if elected by Director, Director shall be entitled to