First Horizon Pharmaceutical Corporation Executive Officers' Compensation Summary Sheet (2004–2005)

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Summary

This summary sheet outlines the base salaries, target bonuses, and additional compensation for executive officers of First Horizon Pharmaceutical Corporation for 2004 and 2005. It lists the compensation details for key executives, including the CEO, CFO, and other vice presidents, and describes stock option grants, vesting policies, and other benefits such as 401(k) contributions, insurance, and reimbursements. The document also notes that bonuses are discretionary and that stock options vest immediately upon termination without cause or a change of control.

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EX-10.42 8 a2148890zex-10_42.htm EXHIBIT 10.42
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Exhibit 10.42


FIRST HORIZON PHARMACEUTICAL CORPORATION

EXECUTIVE OFFICERS' COMPENSATION FOR 2004 AND 2005

SUMMARY SHEET

Name
   Position(2)
   Year
   Base Salary
   Target Bonus(1)
Patrick P. Fourteau(3)   Chief Executive Officer and President   2004
2005		   $
$		 225,000
285,000		   $
$		 112,500
242,250

Darrell Borne(4)
 
Chief Financial Officer, Secretary and Treasurer
 
2004
2005
 
$
$
160,000
200,000
 
$
$
80,000
120,000

R. Brent Dixon(5)
 
Former Executive Vice President
 
2004
2005
 
$
$
97,500
—
 
$
$
—
—

Sam Gibbons(6)
 
Vice President of Sales
 
2004
2005
 
$
$
25,227
180,000
 
$
$
—
90,000

Michael Mavrogordato(7)
 
Vice President of Business Development
 
2004
2005
 
$
$
131,250
150,000
 
$
$
65,625
75,000

Alan Roberts(8)
 
Vice President of Scientific Affairs
 
2004
2005
 
$
$
125,000
150,000
 
$
$
31,250
75,000

Leslie Zacks
 
Vice President of Legal Affairs
 
2004
2005
 
$
$
—
180,000
 
$
$
—
90,000
(1)
The target bonus is discretionary and actual amounts paid may be more or less. There is no stated maximum bonus. In 2004, Fourteau, Borne, Mavrogordato, Roberts were paid bonuses of $150,750, $107,200, $30,000, and $31,250 respectively.

(2)
All executives have been granted stock options by the Company. The options vest under the Company's annual vesting policy of 25% per annum. Executive stock options will vest immediately if they are terminated without cause or if the Company undergoes a change of control. As of December 31, 2004, Fourteau, Borne, Gibbons, Mavrogordato, Roberts, and Zacks had outstanding options, vested and unvested, of 610,000, 147,500, 80,000, 55,000, 60,763, and 50,000, respectively.

(3)
In addition to his base salary, Fourteau also received other compensation for the year ended December 31, 2004 of $5,116 contributed under First Horizon's 401(k) plan in 2004, $255 for group term life insurance, $6,256 for group health insurance premiums, $828 for short term disability insurance premiums and $28,697 in general personal expense reimbursements related to travel between his home and the Company.

(4)
In addition to his base salary, Borne also received other compensation for the year ended December 31, 2004 of $4,226 contributed under First Horizon's 401(k) plan in 2004, $255 for group term life insurance, $6,256 for group health insurance premiums and $828 for short term disability insurance premiums.

(5)
In addition to his base salary, Dixon also received other compensation for the year ended December 31, 2004 of $4,300 contributed under First Horizon's 401(k) plan in 2004, $149 for group term life insurance, $1,809 for group health insurance premiums, $483 for short term disability insurance premiums, $4,353 in COBRA payments, $202,500 in post-employment payments and $44,000 in bonus payments.
(6)
In addition to his base salary, Gibbons also received other compensation for the year ended December 31, 2004 of $32 for group term life insurance, $69 for short term disability insurance premiums and a $5,000 signing bonus.

(7)
In addition to his base salary, Mavrogordato received other compensation for the year ended December 31, 2004 of $102 for group term life insurance and $26,701 in general personal expense reimbursements related to travel between his home and the Company.

(8)
In addition to his base salary, Roberts also received other compensation for the year ended December 31, 2004 of $5,704 contributed under First Horizon's 401(k) plan in 2004, $102 for group term life insurance, $6,256 for group health insurance premiums, $828 for short term disability insurance premiums and a retention bonus of $28,750. Roberts is currently reviewing the standard executive employment agreement, however the agreement has not been finalized.


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    Exhibit 10.42
FIRST HORIZON PHARMACEUTICAL CORPORATION EXECUTIVE OFFICERS' COMPENSATION FOR 2004 AND 2005 SUMMARY SHEET