EX-10.H 7 exhibit10dir-comp.htm OLD NATIONAL BANCORP OUTSIDE DIRECTOR COMP PROGRAM Exhibit 10(h)

Exhibit 10(h)

SUMMARY OF OLD NATIONAL BANCORP
OUTSIDE DIRECTOR COMPENSATION

Set forth below is a summary that reflects the compensation payable to all outside directors of Old National Bancorp.

Effective April 2003

Type of Pay

Value

Frequency

Paid

Total

Retainers

All Board Members
Committee Chairs

$12,000
2,500

Semi-annual
Annual

May/November
May

$24,000
2,500

Committee Meetings

Audit
All others

1,500
1,000

Per meeting
Per meeting

Quarterly
Quarterly

Varies
Varies

Equity Compensation

Common stock grant

$ 5,000

Semi-annual

May/November

$10,000

Other Terms

1. The value of each common stock grant may be increased accordingly for any stock splits or stock dividends.

2. A maximum of 150,000 shares of common stock is available for issuance under the outside director compensation program, subject to adjustment for stock splits or stock dividends.

3. The outside director compensation program has a term of ten years from the effective date of the program.

4. No director may acquire under the outside director compensation program more than 1% of the shares of Old National Bancorp common stock outstanding at the effective date of this program. The outside director compensation program, together with all other plans of Old National Bancorp (other than plans for which shareholder approval is not required by the New York Stock Exchange), shall not authorize the issuance of more than 5% of the shares of Old National Bancorp common stock outstanding at the effective date of this program.