VANDA PHARMACEUTICALS INC. (NASDAQ:VNDA) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02.
(e) On February28, 2018, the Compensation Committee of the Board of Directors (the “Compensation Committee”) of Vanda Pharmaceuticals Inc. (the “Company”) awarded 2017 annual bonuses and approved 2018 annual base salaries and 2018 bonus target amounts for the Company’s named executive officers. Prior to approving the foregoing, the Compensation Committee reviewed an analysis of the Company’s executive compensation compared to the Company’s peer group conducted by Willis Towers Watson, a compensation consultant engaged by the Compensation Committee.
The Compensation Committee awarded bonuses for performance for the twelve-month period ended December31, 2017, in the amounts set forth opposite the names of the executive officers listed below.
|
Name |
Position |
2017 Bonus |
|
Mihael Polymeropoulos, M.D. |
President and Chief Executive Officer | $502,200 |
|
James P. Kelly |
Executive Vice President, Chief Financial Officer | $216,225 |
|
Richard L. Gulino |
Senior Vice President, General Counsel | $128,340 |
|
Gian Piero Reverberi |
Senior Vice President, Chief Commercial Officer | 198,369(CHF) |
|
Gunther Birznieks |
Senior Vice President, Business Development | $195,000 |
The Compensation Committee approved 2018 annual base salaries and 2018 bonus target amounts for the twelve-month period ending December31, 2018, in the amounts set forth opposite the names of the executive officers listed below.
|
Name |
Position |
2018 Base Salary |
2018 Target Bonus |
|
Mihael Polymeropoulos, M.D. |
President and Chief Executive Officer | $700,000 | 80% of 2018 Base Salary |
|
James P. Kelly |
Executive Vice President, Chief Financial Officer | $479,000 | 50% of 2018 Base Salary |
|
Richard L. Gulino |
Senior Vice President, General Counsel | $355,000 | 40% of 2018 Base Salary |
|
Gian Piero Reverberi |
Senior Vice President, Chief Commercial Officer | 488,000(CHF) | 45% of 2018 Base Salary |
|
Gunther Birznieks |
Senior Vice President, Business Development | $375,000 | 40% of 2018 Base Salary |
In addition, the Compensation Committee granted (i)options to purchase shares of the Company’s common stock at an exercise price equal to $18.85 per share, the closing price of the Company’s common stock on the Nasdaq Global Market on February28, 2018 and (ii)restricted stock unit (“RSU”) awards under the Company’s Amended and Restated 2016 Equity Incentive Plan to its named executive officers in the amounts set forth opposite the names of the named executive officers listed below. The options will vest in equal monthly installments over a period of four years from the date of the grant. The RSUs for all named executive officers will vest in four equal annual installments beginning on February28, 2019.
|
Name |
Position |
Number of Shares Underlying Option Grant |
Number of Shares Underlying RSU Award |
|
Mihael Polymeropoulos, M.D. |
President and Chief Executive Officer | 140,000 | 60,000 |
|
James P. Kelly |
Executive Vice President, Chief Financial Officer | 80,000 | 40,000 |
|
Richard L. Gulino |
Senior Vice President, General Counsel | 70,000 | 30,000 |
|
Gian Piero Reverberi |
Senior Vice President, Chief Commercial Officer | 70,000 | 30,000 |
|
Gunther Birznieks |
Senior Vice President, Business Development | 70,000 | 30,000 |
About VANDA PHARMACEUTICALS INC. (NASDAQ:VNDA)
Vanda Pharmaceuticals Inc. is a biopharmaceutical company. The Company is focused on the development and commercialization of pharmaceutical products for the treatment of central nervous system (CNS) disorders. The Company’s product portfolio includes HETLIOZ (tasimelteon), Fanapt (iloperidone), Tradipitant (VLY-686), Trichostatin A and AQW051. The Company offers HETLIOZ (tasimelteon) for the treatment of Non-24-Hour Sleep-Wake Disorder (Non-24). The Company offers Fanapt (iloperidone) for the treatment of schizophrenia. Additionally, its distribution partners launched Fanapt in Israel and Mexico. Tradipitant (VLY-686) is a small molecule neurokinin-1 receptor (NK-1R) antagonist, which is in clinical development for the treatment of chronic pruritus in atopic dermatitis. Trichostatin A is a small molecule histone deacetylase (HDAC) inhibitor. AQW051 is a Phase II alpha-7 nicotinic acetylcholine receptor partial agonist. It is indicated for the treatment of CNS Disorders.