November 16, 2020
[City, State, Zip Code]
On behalf of Idera Pharmaceuticals, Inc., ("Company"), we are pleased to offer you the position of Senior Vice President & Chief Operating Officer, reporting directly to Vin Milano, President & CEO. This role will report to our Exton Pennsylvania office. Your start date will be determined upon your acceptance of this offer. A summary of the terms of your employment follows.
Exempt Base Salary
Your base salary will be based on a semi-monthly pay schedule at the rate of USD $17,708.34. This annualizes to a full-time equivalent of USD $425,000.16 and will be subject to customary tax withholdings and other payroll deductions. The Company utilizes a semi-monthly pay period, which ends on the 15th and the last day of the month. This position is considered an exempt position for purposes of federal wage-hour law, which means that you will not be eligible for overtime time pay for hours actually worked in excess of 40 in a given work week.
Annual Incentive Plan
Subject to the terms of the Company's Annual Incentive Plan (AIP) then in effect, you are eligible to earn a target incentive award of 40% of your annual base salary. Awards are discretionary and the determination of this discretionary award is subject to evaluation of performance at the corporate and individual levels, and other performance criteria as they apply to your position. AIP will be pro-rated in your first year of hire, based on your start date.
You will be eligible to participate in Idera's benefit plans in accordance with the terms and conditions of each plan. Benefits currently include, but are not limited to, medical, dental, vision, life and disability insurance, flexible spending accounts, and a 401(k) savings plan. Full details of these programs, as well as vacation and holidays, will be provided to you under separate cover.
Upon joining the Company, you will be granted 200,000 options of Idera Common Stock at an exercise price which is equal to the fair market value on the date of hire. This grant is governed by Idera's Stock Incentive Plan and are granted at the discretion of the Compensation Committee of the Board of Directors.
Waiver and Amendment
No amendment to this offer shall be valid unless in writing and signed by you and the Head of Human Resources on behalf of the Company.