CuraGen Corporation and 454 Life Sciences 2007 Executive Officer Compensation Summary
This document outlines the 2007 compensation for executive officers of CuraGen Corporation and its subsidiary, 454 Life Sciences. It lists the executives, their new base salaries after approved increases, and details performance-based cash and equity awards. Compensation decisions were made by the respective boards and committees. The agreement covers salary adjustments, cash bonuses, and stock or stock option awards for each executive, effective for the 2007 fiscal year.
Exhibit 10.18
Executive Officer Compensation Summary
The executive officers of CuraGen Corporation and Subsidiaries (the “Company”) are: (i) Frank M. Armstrong, M.D., President and Chief Executive Officer; (ii) Paul M. Finigan, J.D., Senior Vice President and General Counsel; (iii) Timothy M. Shannon, M.D., Executive Vice President and Chief Medical Officer of Research & Development; (iv) Elizabeth A. Whayland, Senior Vice President of Finance and Corporate Secretary; (v) David M. Wurzer, Executive Vice President, Chief Financial Officer and Treasurer; and (vi) Christopher K. McLeod, President and Chief Executive Officer of 454 Life Sciences Corporation (“454”).
The compensation structure for executive officers of the Company and 454 consists of three components: (i) base salary, (ii) discretionary cash bonuses or stock awards, and (iii) annual performance-based non-equity and equity awards.
Employment Agreements with Executive Officers
The Company and 454 entered into amended and restated employment agreements with the above executive officers on September 1, 2006. Compensation decisions affecting the Company’s executive officers are made on an annual basis by the Compensation Committee of the Company’s Board of Directors (the “Committee”) and by the Board of Directors of 454 (“ 454 Board”) for 454 executive officers. In January 2007, the Committee and the 454 Board approved the terms of compensation to be paid to the Company’s executive officers and the President and Chief Executive Officer of 454, including the base salary for 2007, as follows:
Frank M. Armstrong, M.D. - The Committee approved a 6% increase in Dr. Armstrong’s base salary for 2007, as well as a $284,200 performance-based non-equity award and a performance-based restricted stock award of 129,190 shares. As a result of the increase, Dr. Armstrong’s base salary is now $519,400.
Paul M. Finigan, J.D. - The Committee approved a 4% increase in Mr. Finigan’s base salary for 2007, as well as a $46,200 performance-based non-equity award and a performance-based restricted stock award of 26,250 shares. As a result of the increase, Mr. Finigan’s base salary is now $291,200.
Timothy M. Shannon, M.D. - The Committee approved a 6% increase in Dr. Shannon’s base salary for 2007, as well as a $128,540 performance-based non-equity award and a performance-based restricted stock award of 41,740 shares. As a result of the increase, Dr. Shannon’s base salary is now $344,500.
Elizabeth A. Whayland - The Committee approved a 6% increase in Ms. Whayland’s base salary for 2007, as well as a $69,630 performance-based non-equity award and a performance-based restricted stock award of 19,790 shares. As a result of the increase, Ms. Whayland’s base salary is now $223,660.
David M. Wurzer - The Committee approved a 6% increase in Mr. Wurzer’s base salary for 2007, as well as a $118,650 performance-based non-equity award and a performance-based restricted stock award of 38,530 shares. As a result of the increase, Mr. Wurzer’s base salary is now $318,000.
Christopher K. McLeod - The 454 Board approved a 3.5% increase in Mr. McLeod’s base salary for 2007, as well as a $160,550 performance-based non-equity award and a performance-based stock option award to purchase 200,000 shares of 454 common stock. As a result of the increase, Mr. McLeod’s base salary is now $350,000.
