EX-10.23 34 exh102312312013.htm EXHIBIT 10.23 Exh 10.23 12.31.2013


EXHIBIT 10.23

TRINITY INDUSTRIES, INC.
DIRECTOR COMPENSATION
Summary Sheet as of December 13, 2013

On December 13, 2013, the Board of Directors approved the following compensation for non-employee directors, effective in 2014:

Board member annual retainer - $60,000
Annual equity compensation - $120,000, using a 12 month average share price as the basis for awards
Presiding Director - annual retainer of $15,000
Audit Committee Chair - annual retainer of $15,000
Human Resources Committee Chair - annual retainer of $10,000
Finance and Risk Committee Chair - annual retainer of $10,000
Corporate Governance and Directors Nominating Committee Chair - annual retainer of $10,000
Board meeting fee - $2,000 for each meeting attended
Committee members - $2,000 for each meeting attended
Ad hoc or special assignment work performed for or at the request of the Chairman, Chief Executive Officer, and President - $2,000 per day