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Table of Contents 33 COMPENSATION OF DIRECTORS Director Compensation The structure of our non-employee director pay program in 2015, which is determined by the full Board of Directors, was generally unchanged from 2014. Mr. Lobo received no additional compensation for his service as a director. Directors who were not employees received a fixed annual fee of $60,000 in 2015 and an additional annual fee of $55,000 if they served on one or more Committees of the Board. The Audit Committee chair received an additional $20,000 and all other Committee chairs received an additional $10,000. The Lead Independent Director, Mr. Parfet, received an additional $25,000. In addition, in 2015 Mr. Golston received $30,000 as chair and Dr. Datar and Mr. Silvernail received $20,000 as members of a special committee formed in connection with mergers and acquisitions. During 2015, each outside director was awarded an option to purchase 3,795 shares of Common Stock with an exercise price of $93.06, the closing price on the last trading day before the grant date, and 948 restricted stock units. The table below sets forth the compensation paid during 2015 to our directors who were not employees. Name Fees Earned or Paid in Cash ($) Stock Awards ($) (1) Option Awards ($) (2) Total ($) Howard E. Cox, Jr. 115,000 86,818 85,572 287,390 Srikant M. Datar, Ph.D. 135,000 86,818 85,572 307,390 Roch Doliveux, DVM 115,000 86,818 85,572 287,390 Louise L. Francesconi 125,000 86,818 85,572 297,390 Allan C. Golston 165,000 86,818 85,572 337,390 William U. Parfet 150,000 86,818 85,572 322,390 Andrew K. Silvernail 135,000 86,818 85,572 307,390 Ronda E. Stryker 115,000 86,818 85,572 287,390 ______________ (1) The Stock Awards column represents the aggregate grant-date fair value of awards calculated in accordance with the Compensation — Stock Compensation Topic of the FASB Codification based on the number of restricted stock units granted and the closing price of our Common Stock on the grant date. (2) The Option Awards column represents the aggregate grant-date fair value of awards calculated in accordance with the Compensation — Stock Compensation Topic of the FASB Codification for stock option grants made in 2015. Stock Compensation values are derived using the Black-Scholes option pricing model assumptions that are discussed under "Grant-Date Fair Value of Stock and Option Awards" on page 27. The following table sets forth the number of unvested restricted stock units and unexercised stock options held by each non- employee director as of December 31, 2015: Name Stock Awards Outstanding at December 31, 2015 (#) Option Awards Outstanding at December 31, 2015 (#) Howard E. Cox, Jr. 948 69,320 Srikant M. Datar, Ph.D. 948 46,675 Roch Doliveux, DVM 948 23,418 Louise L. Francesconi 948 69,320 Allan C. Golston 948 23,350 William U. Parfet 948 65,920 Andrew K. Silvernail 948 8,150 Ronda E. Stryker 948 69,320 Options to non-employee directors become exercisable at 20% of the underlying shares per year over five years. Restricted stock units vest on March 21 of the next calendar year after the grant date. Non-employee directors are subject to our stock ownership guidelines of five times the annual retainer within five years of joining the Board. See "Executive and Non-Employee Director Stock Ownership Guidelines" on page 22. The 2016 annual director fees remain the same as the 2015 fees. On February 10, 2016, each non-employee director was granted an option to purchase 4,570 shares, with an exercise price of $96.64, equal to the closing price on February 9, 2016, the last trading day before the grant date, and 915 restricted stock units.