Letter Agreement Regarding 2015 Compensation Package for Scott A. Smith with Celgene Corporation
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Summary
This agreement outlines the 2015 compensation package for Scott A. Smith, President of Inflammation & Immunology at Celgene Corporation. It specifies his base salary, bonus target, annual equity awards, and severance benefits in case of involuntary termination or change in control. The agreement also provides for financial planning benefits. Both parties acknowledge and agree to the terms as of July 27, 2015.
EX-10.27 2 ex1027letteragreementwiths.htm EXHIBIT 10.27 LETTER AGREEMENT WITH SCOTT A SMITH EX 10.27 Letter agreement with Scott A Smith
Exhibit 10.27
Summary of 2015 Compensation Package
Name | Scott A. Smith | |||||
Job Title | President, Inflammation & Immunology | |||||
Base Salary | $650,000 | Effective March 1, 2015 | ||||
Bonus Target | 75% | Effective January 1, 2015 | ||||
Annual Equity Award | Stock Options | Performance Stock Units | Restricted Stock Units | Effective February 17, 2015 | ||
Threshold | Target | Maximum | ||||
34,500 | 3,100 | 6,200 | 12,400 | 3,500 | ||
Severance Benefit | Lump sum 12 months of base salary Lump sum 12 months of bonus at target 12 months COBRA benefit at active employee rates, less applicable taxes | In the event of involuntary termination for reasons other than cause | ||||
"Double Trigger" due to Change in Control | All severance benefits Unvested RSUs and Options would fully vest Change in control payments would be reduced to avoid 280G excise tax, if beneficial to employee | In the event of position elimination due to change in control | ||||
Financial Planning Benefit | Up to $15,000 per year | Reimbursement of reasonable and customary fees associated with financial planning and/or tax preparation/advice |
Acknowledged and agreed: | On behalf of Celgene Corporation: | |||||
/s/Scott A. Smith | July 27, 2015 | /s/Robert J. Hugin | July 27, 2015 | |||
Scott A. Smith | Date | Robert J. Hugin | Date |