Pursuant to the Separation Agreement, Dr. Haut will receive the following severance benefits: (i) cash payment of his monthly base salary for 9 months (the “Haut Continuation Period”); and (ii) payment of his monthly COBRA premiums until the earliest of (a) the close of the Haut Continuation Period, (b) the expiration of his continuation coverage under COBRA and (c) the date when Dr. Haut is offered substantially equivalent health insurance coverage in connection with new employment or self-employment. The Company also paid Dr. Haut an aggregate of $94,354 pursuant to the Executive Officer Retention Bonus Plan implemented in October 2018, the terms of which are described in the Company’s Current Report on Form8-K filed with the SEC on October 2, 2018.
Amended and Restated Executive Officer Retention Bonus Plan
Effective January 25, 2019, the Board approved an amendment to the previously adopted Executive Officer Retention Bonus Plan (the “Retention Plan”). The Retention Plan, as amended, provides for payment of a cash retention bonus to the executive officers of the Company, including the Company’s named executive officers, who continue employment with the Company through June 30, 2019 (the “Retention Date”). The Retention Plan is intended to help ensure the Company’s continued operations. The Compensation Committee of the Board will continue to administer the Retention Plan.
Under the terms of the Retention Plan, each executive officer who continues employment with the Company through the Retention Date will be eligible to receive a cash bonus payable in a lump sum within 15 days following the Retention Date. Additionally, the retention bonus amount would be payable in the event the executive officer is terminated without cause or resigns for good reason.
The table below sets forth the retention bonus amount for each current executive officer under the Retention Plan assuming all terms and conditions are satisfied:
| | | | |
| Executive Officer | | Retention
Bonus
Amount | |
Adam Gridley | | $ | 191,200 | |
Stephen Kennedy | | $ | 156,750 | |
For the avoidance of doubt, the amounts set forth above are not in addition to the amounts provided for under the previously approved retention bonus plan, but are the only amounts payable under the Retention Plan, as amended.
The foregoing descriptions of the terms and conditions of the Kelley Separation Letter, Haut Separation Letter and Retention Plan do not purport to be complete and are qualified in their entirety by reference to the full text of the Kelley Separation Letter, Haut Separation Letter and Retention Plan, which will be filed as exhibits to the Company’s Quarterly Report on Form10-Q for the period ending March 31, 2019.
Forward-Looking Statements
Various statements in this Current Report on Form8-K are “forward-looking statements” under the securities laws. Words such as, but not limited to, “anticipate,” “believe,” “can,” “could,” “expect,” “estimate,” “design,” “goal,” “intend,” “may,” “might,” “objective,” “plan,” “predict,” “project,” “target,” “likely,” “should,” “will,” and “would,” or the negative of these terms and similar expressions or words, identify forward-looking statements. Forward-looking statements are based upon current expectations that involve risks, changes in circumstances, assumptions and uncertainties.
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