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ABMD > SEC Filings for ABMD > Form 8-K on 20-May-2014All Recent SEC Filings

Show all filings for ABIOMED INC

Form 8-K for ABIOMED INC


20-May-2014

Change in Directors or Principal Officers


Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e) On May 14, 2014, our compensation committee made its annual compensation determinations for our named executive officers. The committee determined the bonuses for fiscal 2014 performance, the salaries and target bonuses for fiscal 2015, granted stock options and made performance share awards in the form of restricted stock units to executive officers. The compensation decisions made with respect to our executive officers who are serving as our principal executive officer, principal financial officer, or who were named executive officers in our most recent proxy statement were as follows:

                                                                                                                                       Target             Target
                                                                                                                                       Shares             Shares
                                                                                                                                     Underlying         Underlying
                                                                                                                                     Restricted         Restricted
                                                                                                                    Shares           Stock Units        Stock Units
                                                                                                Shares            Underlying          (time and          (time and
                                                                           Target Fiscal      Underlying          Restricted          financial         regulatory
                                                                            2015 Bonus           Stock            Stock Units        performance        performance
                                      Fiscal 2014        Fiscal 2015        (Percentage       Options (3          (time based           based              based
Executive Officer                        Bonus             Salary           of Salary)       year vesting)         vesting)           vesting)           vesting)
Michael R. Minogue,                  $     699,344      $     537,876          120%                  85,000             24,500             61,500             80,000
Chairman, CEO and President

Robert L. Bowen,                     $     180,680      $     323,322           60%                      -                  -              18,000                 -
Chief Financial Officer

David Weber,                         $     228,435      $     350,381           70%                  15,000              5,000             11,250             18,000
Chief Operating Officer

William J. Bolt,                     $     188,750      $     294,565           60%                  15,000              5,000             10,500             18,000
Senior VP, Engineering and
Quality Assurance

Michael G. Howley,                   $     185,671      $     306,696           65%                  25,000              7,000             15,000                 -
VP and General Manager, Global
Sales and Marketing

The performance share awards of time-based restricted stock units vest in three equal annual installments on the anniversary date of the grant. The performance share awards of time and financial performance based restricted stock units have double trigger vesting pursuant to which fiscal 2015 revenue performance will determine whether 0%, or a ratable amount from 33-1/3% to 100% of the underlying restricted stock units are eligible for vesting. One third of the performance share awards of time and financial performance based restricted stock units that become eligible for vesting will vest on the date we first publicly announce our financial results for fiscal 2015. The remaining time and financial performance restricted stock units that become eligible for vesting will vest in equal tranches on each of May 14, 2016 and May 14, 2017, so long as the recipient continues to be employed by us on the vesting dates. One-half of the performance share awards of time and regulatory performance-based restricted stock units will vest immediately upon our achievement of certain regulatory milestones within three years of the date of grant, with the remaining half vesting on the first anniversary of such achievement, so long as the recipient continues to be employed by us on the vesting dates.

All restricted stock units, whether vesting is based on time or performance, will fully vest upon a change in control, subject in certain cases to the approval of our compensation committee. The stock options granted vest 33-1/3% per year on each of the first three anniversaries of the date of grant.

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