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endo | 100 Endo Boulevard | Chadds Ford, Pennsylvania 19317 41
including medical, dental, and vision insurance benefits will continue to be provided to their dependents, if any, on
a monthly basis, for a period of 24 months.
(3) Upon disability of any of the NEOs, disability insurance benefits will be paid to the NEO equal to the excess of 24
months’ base salary over the their respective disability benefits. As of December 31, 2011, the disability insurance
benefit for each NEO totaled $15,000 per month.
(4) The provisions governing acceleration of equity awards are discussed separately for each scenario below, as fol-
lows:
(a) Upon Death—Each of the NEO’s unvested stock options and RSUs will accelerate and become immediately
vested. PSUs will be deemed to be earned at target levels for each of the NEOs.
(b) Upon Disability—Mr. Holveck’s remaining unvested stock options and RSUs from his initial LTI grant will ac-
celerate and become immediately vested.
(c) Upon a Change of Control—Each of the NEO’s unvested stock options and RSUs will accelerate and become
immediately vested. PSUs are assumed to be issued at target levels for each of the NEOs. If an actual change
of control occurred, any performance goals imposed shall be deemed to be fully achieved at the greater of
target levels or based upon actual performance through the date immediately prior to the change in control.
(d) Upon a TWOC by the Company or a QFGR by any of the NEOs—All of Mr. Holveck’s unvested stock options
and RSUs will accelerate and become immediately vested. Additionally, a portion of Mr. Levin’s and Ms.
McHugh’s RSUs and stock options will vest. This portion is determined by the unvested stock options and
RSUs that would have vested had the respective NEO remained employed by the Company for two years fol-
lowing termination.
(5) Each of our NEOs, except Ms. McHugh, is covered by term life insurance policies, the premiums for which are re-
imbursed by the Company. The premiums for these term life insurance policies are listed above in the “All Other
Compensation” table. The amounts included above represent the death benefits that would be received from the
insurance provider under these life insurance policies.
(6) On May 5, 2009, the Company’s Board of Directors adopted a policy that provides that the Company does not
intend to enter into any future employment agreements that include excise tax gross-ups with respect to pay-
ments contingent upon a change in control (as demonstrated by the employment agreements entered into with
Mr. Holveck, Mr. Levin, Ms. McHugh and Dr. Gergel which do not include an excise tax gross-up). Under the terms
of Ms. Manogue’s current employment agreement, should Ms. Manogue become entitled to the Change of Control
payments detailed above, the Company will pay to Ms. Manogue an additional lump-sum amount (the Gross-Up
Payment) such that the net amount retained by Ms. Manogue, after deduction of any excise tax on excess para-
chute payments under section 4999 of the Internal Revenue Code (Excise Tax) on the total payments and any
federal, state and local income and employment taxes and Excise Tax upon the Gross-Up Payment, and after
taking into account the phase out of itemized deductions and personal exemptions attributable to the Gross-Up
Payment, shall be equal to the total payments Ms. Manogue would have otherwise received.
2011 Compensation of Non-Employee Directors
The following table provides information concerning the compensation of the Company’s non-employee directors for 2011.
Directors who are employees of the Company receive no additional compensation for their services as directors or as
members of Board committees. For a complete understanding of the table, please read the footnotes and the narrative
disclosures that follow the table.
(1) The amounts in this column include Endo stock paid in lieu of cash compensation to the Company’s non-employee
directors who elected, pursuant to the Endo Pharmaceuticals Directors Stock Election Plan, to receive all or a
portion of their retainer and/or meeting fees in Endo stock. The dollar amounts represent the number of shares
granted multiplied by the trading price of Endo’s stock at the time of payment. The following table summarizes, for
each of the non-employee directors who elected to receive all or a portion of such fees in Endo stock, the amounts
of such non-cash compensation:
Name Length of Service
Fees Earned or
Paid in Cash ($)(1)
Stock
Awards ($)(2)(3) Total
Roger H. Kimmel 11 Years $ 247,500 $ 149,995 $ 397,495
John J. Delucca 6 Years $ 125,000 $ 149,995 $ 274,995
Nancy J. Hutson, Ph.D. 3 Years $ 97,000 $ 149,995 $ 246,995
Michael Hyatt 11 Years $ 104,500 $ 149,995 $ 254,495
William P. Montague 3 Years $ 105,500 $ 149,995 $ 255,495
David B. Nash, M.D., M.B.A. 1 Year $ 73,000 $ 149,995 $ 222,995
Joseph C. Scodari 4 Years $ 100,750 $ 149,995 $ 250,745
William F. Spengler 4 Years $ 106,500 $ 149,995 $ 256,495