2011 Equity Incentive Plan for Executive Officers
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Summary
This agreement outlines the 2011 Equity Incentive Plan, which grants executive officers of the company non-qualified stock options and performance-based restricted stock units. The stock options vest over four years, with half vesting after two years and the rest vesting annually. The restricted stock units vest after three years if certain earnings-per-share growth targets are met, with the possibility of earlier vesting if higher performance goals are achieved. The plan is designed to reward executives based on company performance and long-term commitment.
EX-10.1 2 a58900exv10w1.htm EX-10.1 exv10w1
Exhibit 10.1
2011 Equity Incentive Plan
The 2011 Equity Incentive Plan provides for the issuance of equity incentive awards in the form of (i) non-qualified stock options; and (ii) performance-based restricted stock units.
Performance-Based | ||||||||
Restricted Stock Units | Non-Qualified Stock | |||||||
Executive Officer | (# shares) | Options (# shares) | ||||||
Douglas C. Bryant President and Chief Executive Officer | 28,639 | 85,918 | ||||||
Robert J. Bujarski Senior Vice President, Business Development and General Counsel | 10,000 | 30,000 | ||||||
Scot M. McLeod Senior Vice President, Operations | 8,333 | 20,000 | ||||||
John M. Radak Chief Financial Officer | 8,333 | 20,000 | ||||||
David Scholl Senior Vice President, Commercial Operations | 8,333 | 25,000 | ||||||
Timothy T. Stenzel Chief Scientific Officer | 10,000 | 30,000 | ||||||
John D. Tamerius Senior Vice President, Clinical and Regulatory Affairs | 8,333 | 25,000 |
The vesting period for the non-qualified stock options is four years with the first 50% of such stock options vesting at the end of the second-year anniversary of the grant date and the remainder vesting 25% annually thereafter. Vesting for the performance-based restricted stock units has a three-year cliff and is tied to achievement of a performance metric of compounded annual growth rate in earnings-per-share (EPS) in 2013 compared to a baseline EPS determined by the Compensation Committee for 2010. In addition, in the event that the Company achieves certain elevated performance metrics prior to the end of the three-year vesting period (defined by the Compensation Committee with pre-determined elevated EPS targets in either 2011 or 2012), the performance-base restricted stock units will be deemed to have met the performance requirements and will convert to time-based vesting for the remainder of the three-year term.