EMERGENT BIOSOLUTIONS INC. (NYSE:EBS) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
of Directors approved actions with respect to the compensation
of our named executive officers.
executive officers for their performance in 2016 in the
following amounts:
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Fuad El-Hibri, Executive Chairman: not bonus eligible;
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Daniel J. Abdun-Nabi, President and Chief Executive
Officer: $456,587.76; |
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Robert G. Kramer, Executive Vice President, Corporate
Services Division, and Chief Financial Officer: $205,156.22; and |
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Adam R. Havey, Executive Vice President and President,
Biodefense Division: $149,611.28. |
percentages for our named executive officers for 2017. The
annualized base salaries and target bonus percentages,
effective as of January 1, 2017, are as follows: Fuad El-Hibri,
$993,532.80 and 0%; Daniel J. Abdun-Nabi, $790,400.00 and 85%;
Robert G. Kramer, $503,131.20 and 60%; and Adam R. Havey,
$440,294.40 and 50%.
Agreement attached as Exhibit 10 (the “PSU Award Agreement”),
for grants of performance-based stock unit awards under the
terms of the PSU Award Agreement and the company’s Fourth
Amended and Restated 2006 Stock Incentive Plan. PSU awards will
result in the issuance of a number of shares based on the level
of achievement with respect to net income as a percentage of
total revenue for the 2019 fiscal year, each as determined in
accordance with GAAP. The minimum performance objective, target
performance objective and maximum performance objective will
result in a share payout of 50%, 100% and 150% of the target
number of shares, respectively. The PSU awards approved by the
committee will vest based on the achievement of the performance
goal for the 2019 fiscal year, as certified by the committee
following the performance period.
restricted stock units and performance-based stock units in
accordance with the terms and provisions of the company’s
stock option, RSU and PSU award agreements and the company’s
Fourth Amended and Restated 2006 Stock Incentive Plan to be
made on February 28, 2017 to our named executive officers based
on the following cash values: Fuad El-Hibri, based on a value
of $1,800,000; Daniel J. Abdun-Nabi, based on a value of
$2,400,000; Robert G. Kramer, based on a value of $1,000,000;
and Adam R. Havey, based on a value of $525,000. For our named
executive officers, other than our executive chairman, 50% of
the value was made in the form of stock options, 25% of the
value was made in the form of restricted stock units that vest
solely based on the passage of time and 25% of the value was
made in the form of performance-based stock units that vest
based on the achievement of net income as a percentage of total
revenue for the 2019 fiscal year. For our executive chairman,
50% of the value was made in the form of stock options and 50%
of the value was made in the form of restricted stock units
that vest solely based on the passage of time.
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Exhibit No.
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Description
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Form of Performance-Based Stock Unit Award Agreement.
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About EMERGENT BIOSOLUTIONS INC. (NYSE:EBS)
Emergent BioSolutions Inc. is a biopharmaceutical company that offers specialized products to healthcare providers and governments to address medical needs and emerging health threats. The Company develops, manufactures and delivers a portfolio of medical countermeasures primarily for government agencies in the areas of biological and chemical threats and emerging infectious diseases (EID). It also develops and commercializes therapeutics in areas of hematology/oncology, transplantation, infectious diseases and autoimmune disorders. Its two operating divisions include Biodefense and Biosciences. The Biodefense division is a pharmaceutical business focused on countermeasures that address public health threats, including chemical, biological, radiological, nuclear and explosives (CBRNE) threats, as well as EID. The Biosciences division is a pharmaceutical business focused on therapeutics in hematology/oncology with secondary on transplantation, infectious disease and autoimmunity. EMERGENT BIOSOLUTIONS INC. (NYSE:EBS) Recent Trading Information
EMERGENT BIOSOLUTIONS INC. (NYSE:EBS) closed its last trading session down -0.41 at 29.98 with 248,407 shares trading hands.
