exv10w7






Exhibit 10.7



NON-EMPLOYEE DIRECTOR COMPENSATION 



On January 25, 2010, upon the recommendation of the Compensation Committee, the Board of Directors
of Quiksilver, Inc. (the “Company”) approved the following revised compensation structure for
non-employee directors, subject to stockholder approval at the annual meeting to be held on March
26, 2010.



Cash Compensation 



Effective March 26, 2010, non-employee directors of the Company will receive the following cash
compensation:





	 	-	 	$27,000 annual cash retainer for the Chair of the Audit Committee.
	 
	 	-	 	$18,000 annual cash retainer for the Chair of other Board committees.
	 
	 	-	 	$13,500 cash retainer per committee membership, excluding Chairs.




The annual cash retainers will be payable quarterly.



Equity Compensation 




          Effective March 26, 2010, under the Director Automatic Grant Program of our 2000
Stock Incentive Plan, we make automatic equity awards to our non-employee directors consisting of
an option to purchase 25,000 shares of common stock and 15,000 shares of restricted stock (i) on
the date an individual first commences service as a non-employee director and (ii) on the date of
each annual meeting of our stockholders, provided the non-employee director continues to serve as a
non-employee director after such meeting and has served as a non-employee board member for at least
six months.




          Each option grant under the Director Automatic Grant Program has an exercise price
per share equal to the fair market value per share of our common stock on the grant date and has a
maximum term of seven years, subject to earlier termination following the optionee’s cessation of
service on the board. Each option is immediately exercisable and fully vested for all of the option
shares. Each option grant held by an optionee upon his or her termination of board service remains
exercisable for up to a twelve (12)-month period following their termination date.




          Each restricted stock award vests in a series of three successive equal annual
installments over the period beginning with the date of such award. The vesting dates with respect
to the annual awards of restricted stock occur on the first, second and third anniversaries of the
award date, or, if earlier, the day immediately preceding the date of our annual meeting of
stockholders for each such year. An initial award of restricted stock vests on the first, second
and third anniversaries of the award date. Non-employee directors will not vest in any additional
shares of restricted stock following his or her cessation of service as a board member; provided,
however, that if such cessation of board service occurs by reason of his or her death or
disability, then all outstanding shares of restricted stock immediately vest. Restricted stock
awards also vest in full on an accelerated basis upon the occurrence of certain changes in control
of Quiksilver, Inc. during the period of board service. As the restricted stock awards vest, the
underlying shares of common stock cease to be subject to any restrictions, other than applicable
securities laws.



Clothing Allowance and Expense Reimbursement 




          Non-employee directors receive an annual allowance of up to $2,000 to purchase
apparel and other Company products. Directors are reimbursed for travel and other out-of-pocket
expenses incurred by them that are incidental to their service as directors.