Wilson Greatbatch Technologies, Inc.
Directors' Compensation Policy
Each member of the Board of Directors who is not a full-time employee of Wilson Greatbatch Technologies, Inc.
("Outside Directors") shall receive compensation made up of cash and/or common stock as follows:
The annual retainer payable to each Outside Director for service on the Wilson Greatbatch Technologies, Inc.
("WGT") Company's Board shall be paid in full shares of WGT stock closest to the value of $10,000 (the
"Annual Retainer") except for the Lead Independent Director whose annual retainer shall be paid in full shares of
WGT stock closest to the value of $20,000. The Annual Retainer will be paid in the month of January based
upon completion of the prior year of service and based upon the price of WGT stock recorded as of the close of
business on the last trading day of the calendar year. Partial year appointments will receive a pro-rata annual
retainer based upon the number of months of service in the appointment year.
All shares of Common Stock received shall be issued from Wilson Greatbatch Technologies, Inc. treasury stock,
which is subject to Rule 144 requirements. Therefore, all such stock must be held by the Outside Director for a
minimum of one year after receipt thereof.
Board and Committee Meeting Fees
The fee payable to Outside Directors for each Board meeting attended in person shall be $3,000 and $1,000 if
attended telephonically. For full Board of Directors meetings, the Lead Independent Director will be eligible for
an additional $4,000 meeting fee if attended in person and $2,000 if attended telephonically. The fee payable to
Outside Directors (including the Lead Independent Director) for each assigned Committee meeting attended in
person shall be $2,000 and $1,000 if attended telephonically. In the case of a Committee Chairperson, the fee
payable to Outside Directors (including the Lead Independent Director) shall be $4,000 if attended in person and
$2,000 if atte