Medidata Solutions, Inc. (NASDAQ:MDSO) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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Medidata Solutions, Inc. (NASDAQ:MDSO) 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.

(e) Compensatory Arrangements of Certain Officers
On February 23, 2017, the compensation committee (the Committee)
of the board of directors of Medidata Solutions, Inc. (the
Company) approved the following compensatory arrangements for its
named executive officers (other than Mr. Hirschfeld who is
retiring from the Company effective March 31, 2017).
2016 Annual Cash Bonuses. The Committee determined the annual
cash bonus awards for 2016 for each of the Companys named
executive officers, based on its assessment of achievement of the
2016 performance targets previously set by the Committee, as
follows: Tarek Sherif (Chairman and Chief Executive
Officer)$616,000; Glen de Vries (President)$616,000; Mike Capone
(Chief Operating Officer)$558,626; Rouven Bergmann (Chief
Financial Officer)$300,713; and Steven Hirschfeld (Vice
Chairman)$232,369.
2017 Salaries and Bonus Targets. The Committee approved 2017
salaries and target cash bonus amounts for the Companys named
executive officers. The 2017 cash bonuses will be determined by
the Committee based on achievement of the following factors: (i)
the Chief Executive Officer and President50% corporate financial
performance objectives (revenue and EBITDAO); and (ii) the
bonuses for all other named executive officers of the Company
will be based 75% on the company performance objectives and 25%
based on individual performance objectives.
The table below sets forth the 2017 salaries and target cash
bonus amounts of the Companys named executive officers (other
than Mr. Hirschfeld who is retiring from the Company effective
March 31, 2017 and will receive his existing base salary of
$382,500 through such date):
Name
Office
2017 Salary
2017 Bonus Target
Tarek Sherif
Chairman and Chief Executive Officer
$
570,000
$
570,000
Glen de Vries
President
$
570,000
$
570,000
Mike Capone
Chief Operating Officer
$
500,000
$
500,000
Rouven Bergmann
Chief Financial Officer
$
475,000
$
356,250
2017 Equity Awards. The Committee approved equity awards for 2017
to the Second Amended and Restated 2009 Long-Term Incentive Plan,
with 50% of such awards being in the form of shares of restricted
stock with service-based vesting, and 50% of such awards being in
the form of restricted stock units with performance-based vesting
(PBRSUs), except for Messrs. Sherif and de Vries who received 40%
of such awards in the form of service-based shares of restricted
stock and 60% of such awards in the form of PBRSUs.
The shares of restricted stock will vest annually over a
four-year period from grant, 25% on the first anniversary of the
grant date and each of the next three annual anniversaries of the
grant date (i.e., one-fourth of the shares will vest on each of
February 23, 2018, February 23, 2019, February 23, 2020, and
February 23, 2021), subject to continued employment with the
Company.
Each PBRSU represents a contingent right to receive 0-200% of the
target number of shares. The number of shares actually earned
shall be in a range from 0% to 200% of the target amount, with
one-half of the award vesting based on the Companys achievement
of performance goals based on the Companys GAAP Net Income
Attainment subject to certain limited adjustments over a
three-year performance period ending December 31, 2019 (and the
illustrative models for over-performance and under-performance in
comparison to the Companys targets that were reviewed by the
Committee) and one-half of the award vesting based on the
Companys total stockholder return (TSR) relative to the TSR of
companies in the Russell 2000 Index over a three-year performance
period ending December 31, 2019.
The table below sets forth the 2017 awards of restricted stock
and PBRSUs awarded to the following named executive officers:
Name
Office
Number of Shares of Restricted Stock
Number of PBRSUs
2017-2019 GAAP Net Income Attainment (50%)
2017-2019 Relative TSR (50%)
Tarek Sherif
Chairman and Chief Executive Officer
49,904
37,428
37,428
Glen de Vries
President
49,904
37,428
37,428
Mike Capone
Chief Operating Officer
43,186
21,593
21,593
Rouven Bergmann
Chief Financial Officer
26,392
13,196
13,196


About Medidata Solutions, Inc. (NASDAQ:MDSO)

Medidata Solutions Inc. (Medidata) is a provider of cloud-based solutions for life sciences. The Company provides cloud-based solutions for clinical research in life sciences, offering platform technology that focuses on the clinical development. The Medidata Clinical Cloud provides a platform of technology and data analytics solutions designed to manage activities across clinical development. Its Planning Cloud provides capabilities for study design and planning, enabling customers to make use of resources through planning at the start of trial design and protocol development. Specific functionality supports visibility into the impact of protocol elements on resource and trial endpoints; comparisons to specific industry benchmarks, and analytics to support appropriate grants to investigator sites and automated negotiations with multiple investigator sites. Data Capture Cloud is Medidata’s electronic data capture (EDC) and its management system solution is Medidata Rave.

Medidata Solutions, Inc. (NASDAQ:MDSO) Recent Trading Information

Medidata Solutions, Inc. (NASDAQ:MDSO) closed its last trading session up +1.14 at 57.06 with 702,364 shares trading hands.