SUMMARY OF COMPENSATION FOR
THE BOARD OF DIRECTORS OF
Non-employee directors are compensated annually as follows.
On January 29, 2009, the Company’s Board of Directors approved a 15% decrease in the
annual board retainer of the Board Chair and the other non-employee members of the Company’s
Board of Directors. These changes will take effect on March 1, 2009 for a period of one year and
are as follows:
Board annual retainers and committee chair annual retainers shall be paid on a quarterly
basis in advance, 50% in cash and the remaining 50% in either:
The stock or deemed investment shall be subject to the expectation that it will be held for the
length of Board service.
All shares granted to directors as part of their non-cash director compensation shall be
granted in the form of Steelcase Inc. Class A Common Stock, pursuant to the Steelcase Inc.
Incentive Compensation Plan. The number of shares of Class A Common Stock to be awarded
shall be calculated using the Fair Market Value, as defined in the Steelcase Inc. Incentive
Compensation Plan, of such shares on the date on which the quarterly payment is made.
Meeting Fees and Expenses
Each director (including committee chairs but excluding the Board chair) will receive $1,500
per committee meeting attended, paid in cash. Additionally, all directors (including committee
chairs and the Board chair) will be reimbursed for out-of-pocket expenses incurred to attend Board
and committee meetings, paid in cash.
Payments (of cash and stock) shall be made on or about the 10 th day of the month of March,
September and December. June payments shall be deferred until and paid on or about the 30 th of
June, in order to accommodate the election of directors at the Steelcase Inc. Annual Shareholders
Deferred Compensation Plan
Each non-employee director can participate in the Steelcase Inc. No