VirnetX Holding Corporation (NYSEAMERICAN: VHC) 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)

Discretionary 2018 Annual Incentive Bonus

At a meeting of the Compensation Committee of the Board of Directors (the “Compensation Committee”) of VirnetX Holding Corporation (the “Company”) held on December 4, 2018, the Compensation Committee reviewed the Company’s performance in 2018 and the contributions that 1) Kendall Larsen, the Company's Chief Executive Officer, President, and Chairman, 2) Robert D. Short III, Ph. D., the Company’s Chief Technology Officer and Chief Scientist, and 3) Richard Nance, the Company’s Chief Financial Officer, made to such performance. The 2018 target bonus for each of Mr. Larsen, Dr. Short, and Mr. Nance previously approved by the Compensation Committee was equal to 50% of Mr. Larsen’s, Dr. Short’s, and Mr. Nance’s respective base salaries. Following its review, the Compensation Committee exercised its discretion in determining to pay Mr. Larsen 125% of his 2018 target bonus, to pay Dr. Short 125% of his 2018 target bonus, and to pay Mr. Nance 125% of his 2018 target bonus, in light of the Company’s overall performance for the year and their respective contributions in achieving this performance. Accordingly, the Compensation Committee determined to award Mr. Larsen a cash bonus for 2018 equal to $405,758.12, Dr. Short a cash bonus for 2018 equal to $258,163.97, and Mr. Nance a cash bonus for 2018 equal to $104,422.34.