Page 37 - EndoProxy2012_final

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endo
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100 Endo Boulevard
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Chadds Ford, Pennsylvania 19317
31
plishments in 2011, he received a merit increase of 4.2%
effective March 1, 2012. Further, Mr. Levin was awarded an
annual performance bonus equal to 159.3% of his target
and an equity award equal to 135% of his target.
Julie H. McHugh
Chief Operating Officer
Ms. McHugh is responsible for developing and executing
the Company’s operational and strategic commercial ob-
jectives, and is accountable for leading enterprise-wide
information technology solutions. Ms. McHugh has sub-
stantially improved the Company’s operational execution
by aligning all commercial units with the Company’s total
healthcare solutions strategy and creating commercially
driven acquisition-enabled revenue streams. Ms. McHugh
contributed significantly to the execution of the Compa-
ny’s business development strategy, participating in the
acquisitions that further diversified the Company and iden-
tifying cost synergy opportunities that contributed to the
creation of shareholder value. As a result of Ms. McHugh’s
significant contributions to the business, and the competi-
tive benchmarks for similar positions, her base salary was
increased to $590,000, reflecting both merit and market-
based adjustments, effective March 1, 2012. Further, Ms.
McHugh was awarded an annual performance bonus equal
to 141.6% of her target and an equity award equal to 120%
of her target.
Ivan P. Gergel, M.D.
Executive Vice President, Research & Development &
Chief Scientific Officer
Dr. Gergel leads the Company’s research and development
function, involving the continued advancement of the Com-
pany’s portfolio through targeted selection of key invest-
ment opportunities while accelerating the development of
strategic assets. Dr. Gergel has led the expansion of the
Company’s research & development pipeline, continuing
the advancement of discovery programs in oncology, urolo-
gy and pain, while developing and progressing a significant
number of urology medical device programs. The recent ap-
provals of FORTESTA
®
Gel and the new crush-resistant for-
mulation of Opana
®
ER were important milestones for our
urology and pain franchises and will contribute to our rev-
enue growth this year. As a result of Dr. Gergel’s leadership
role in advancing the Company’s diversified product pipe-
line and positioning the business for long-term success, he
received a merit increase of 3.0% effective March 1, 2012.
Dr. Gergel was also awarded an annual performance bonus
equal to 118% of his target and an equity award equal to
110% of his target.
Caroline B. Manogue
Executive Vice President, Chief Legal Officer & Secretary
Ms. Manogue serves as the Company’s Chief Legal Officer
and has responsibility for the offices of the corporate secre-
tary and government affairs. Ms. Manogue has broad-based
technical and business acumen, providing advice on signifi-
cant legal and business matters to the Board, President and
Chief Executive Officer and other key Company executives.
Ms. Manogue has exhibited excellent organizational and
functional leadership in effectively managing significant le-
gal matters, and has contributed greatly to the Company’s
business development strategy. Ms. Manogue demonstrat-
ed outstanding leadership and dedication that significantly
impacted the Company’s acquisitions of AMS, Intuitive
Medical Software LLC and meridianEMR, Inc., playing a key
role in critical aspects of the business development and fi-
nancing processes, including diligence, contract develop-
ment, transaction negotiation and integration activities.
Based on Ms. Manogue’s broad-based contributions to the
Company’s overall results, she received a merit increase of
4.1%, effective March 1, 2012. Further, Ms. Manogue was
awarded an annual performance bonus equal to 147.5% of
her target and an equity award equal to 125% of her target.
Additional Compensation Components
The Company’s current practice is to limit use of perquisites. In 2011, other than as described below, the only perquisites
provided to the NEOs were financial planning services, use of a company car or car services and term life insurance. In
connection with Mr. Levin’s joining the Company as our Executive Vice President, Chief Financial Officer in June 2009, the
Company agreed to provide him with an automobile or, in lieu of receiving use of an automobile, the Company agreed to
reimburse Mr. Levin for reasonable costs for car services up to $22,000 per calendar year.
Retirement and Post-Termination Benefits
Retirement Benefits.
The Company currently offers two executive retirement programs: the 401(k) Restoration Plan and the
Executive Deferred Compensation Plan, each of which is described below. Both plans were effective January 1, 2008, and
were amended and restated early in 2012).
401(k) Restoration Plan.
The purpose of the 401(k) Restoration Plan (Parity Plan) is to provide eligible employees with the
opportunity to defer a portion of their compensation on a tax-favored basis in parity with the tax benefit provided under
the qualified 401(k) plan. The 401(k) Parity Plan allows eligible employees whose compensation exceeds the Internal
Revenue Code Section 401(a)(17) amount (or other criteria set by the Compensation Committee), including NEOs, to
defer eligible pay and receive company matching contributions after such individual’s compensation has exceeded the
earnings maximum in the Company’s existing qualified 401(k) plan. The amount in any individual’s 401(k) Parity Plan
account will be paid to such individual at termination of employment. Actual 401(k) Parity Plan participation will begin
when an executive’s total cash compensation exceeds the Internal Revenue Code earnings limit for the qualified 401(k)
($250,000 for 2012). Individuals who elect to defer their eligible pay under the 401(k) Parity Plan will defer federal and
state (to the extent allowed by state law) taxes until the account is paid to the individual.