Exhibit 10.51
SUMMARY OF EXECUTIVE OFFICER COMPENSATION
Executive Officer Compensation—Payout of 2008 Bonuses
On January 21, 2009, the Compensation Committee (the “Committee”) of the Board of Directors of Sepracor Inc. (the “Company”) approved bonus payments to the Company’s executive officers with respect to their performance during 2008. The following table sets forth the bonus payments for 2008 paid to each of the Company’s executive officers.
Executive Officer |
| 2008 Target |
| 2008 Bonus |
| ||
Adrian Adams |
| $ | 1,050,000 |
| $ | 682,500 |
|
Robert F. Scumaci |
| $ | 260,000 |
| $ | 195,000 |
|
Mark H.N. Corrigan, M.D. |
| $ | 272,500 |
| $ | 218,000 |
|
Andrew I. Koven |
| $ | 262,500 |
| $ | 236,250 |
|
Mark Iwicki |
| $ | 300,000 |
| $ | 300,000 | (1) |
Richard Ranieri |
| $ | 202,500 |
| $ | 202,500 | (2) |
(1) Mr. Iwicki was contractually guaranteed a 2008 bonus of $300,000.
(2) Mr. Ranieri was contractually guaranteed a 2008 bonus of $202,500.
Executive Officer Compensation for 2009—Base Salary and Target Bonus
On January 21, 2009, the Committee approved the annual base salaries to be paid to the Company’s executive officers during 2009. In addition, the Committee established target bonuses for each executive officer as a percentage of each executive officer’s annual base salary. Each executive officer’s bonus for 2009 shall be determined based on, among other things, the Company’s overall performance, as well as such officer’s individual performance, during 2009. The following table sets
forth the annual base salary for 2009 and 2009 target bonus for each of the Company’s executive officers.
Executive Officer |
| Annual Base |
| 2009 Target |
| 2009 |
| ||
Adrian Adams |
| $ | 1,081,500 |
| 100 | % | $ | 1,081,500 |
|
Robert F. Scumaci |
| $ | 536,000 |
| 50 | % | $ | 268,000 |
|
Mark H.N. Corrigan, M.D. |
| $ | 561,500 |
| 50 | % | $ | 280,750 |
|
Andrew I. Koven |
| $ | 541,000 |
| 50 | % | $ | 270,500 |
|
Mark Iwicki |
| $ | 515,000 |
| 60 | % | $ | 309,000 |
|
Richard Ranieri |
| $ | 417,500 |
| 50 | % | $ | 208,750 |
|
Stock Option and Restricted Stock Awards
Each executive officer may also be granted stock options, restricted stock or other awards pursuant to the Company’s equity incentive plans. The Committee may approve annual equity awards at its meeting that coincides with the Company’s annual meeting of stockholders and may approve grants to newly named executive officers at its first meeting following the executive’s first day of employment. With the approval of the full Board, additional equity awards may be granted to executive officers.
Other Compensation
The Company has also (1) entered into employment agreements with each of its executive officers, (2) entered into executive retention agreements with each of its executive officers, (3) agreed to make gross up payments to each of its executive officers in the event that any payments received by them in connection with a change of control constitute parachute payments under Section 280G of the Internal Revenue Code of 1986, as amended. The Company has previously filed these employment agreements, executive retention agreements and a summary of the 280G gross up plan with the Securities and Exchange Commission.