SEC Info℠ | Home | Search | My Interests | Help | Sign In | Please Sign In | ||||||||||||||||||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/26/20 Sarepta Therapeutics, Inc. 10-K 12/31/19 129:25M ActiveDisclosure/FA |
Document/Exhibit Description Pages Size 1: 10-K 2019 Form 10-K HTML 2.41M 2: EX-4.4 Instrument Defining the Rights of Security Holders HTML 46K 3: EX-10.51 Material Contract HTML 787K 4: EX-10.52 Material Contract HTML 169K 5: EX-10.53 Material Contract HTML 725K 6: EX-10.54 Material Contract HTML 224K 7: EX-10.55 Material Contract HTML 51K 8: EX-10.56 Material Contract HTML 50K 9: EX-10.57 Material Contract HTML 39K 10: EX-21.1 Subsidiaries List HTML 33K 11: EX-23.1 Consent of Experts or Counsel HTML 37K 12: EX-31.1 Certification -- §302 - SOA'02 HTML 39K 13: EX-31.2 Certification -- §302 - SOA'02 HTML 39K 14: EX-32.1 Certification -- §906 - SOA'02 HTML 37K 15: EX-32.2 Certification -- §906 - SOA'02 HTML 37K 121: R1 Document and Entity Information HTML 99K 49: R2 Consolidated Balance Sheets HTML 118K 36: R3 Consolidated Balance Sheets (Parenthetical) HTML 53K 78: R4 Consolidated Statements of Operations and HTML 101K Comprehensive Loss 120: R5 Consolidated Statements of Stockholders' Equity HTML 104K 48: R6 Consolidated Statements of Cash Flows HTML 181K 35: R7 Organization and Nature of Business HTML 40K 77: R8 Summary of Significant Accounting Policies and HTML 121K Recent Accounting Pronouncements 122: R9 License and Collaboration Agreements HTML 106K 30: R10 Gain From Sale of Priority Review Voucher HTML 36K 70: R11 Fair Value Measurements HTML 183K 114: R12 Cash, Cash Equivalents and Marketable Securities HTML 190K 98: R13 Accounts Receivable and Reserves for Product Sales HTML 136K 31: R14 Inventory HTML 56K 71: R15 Other Assets HTML 103K 115: R16 Property and Equipment, Net HTML 84K 99: R17 Intangible Assets HTML 83K 32: R18 Accrued Expenses HTML 76K 69: R19 Indebtedness HTML 110K 118: R20 Equity HTML 39K 74: R21 Stock-Based Compensation HTML 548K 37: R22 401 (K) Plan HTML 38K 50: R23 Other (Loss) Income HTML 73K 119: R24 Income Taxes HTML 298K 75: R25 Leases HTML 106K 38: R26 Net Loss Per Share HTML 70K 51: R27 Commitments and Contingencies HTML 76K 117: R28 Subsequent Event HTML 38K 76: R29 Financial Information by Quarter (Unaudited) HTML 320K 97: R30 Summary of Significant Accounting Policies and HTML 183K Recent Accounting Pronouncements (Policies) 112: R31 Summary of Significant Accounting Policies and HTML 47K Recent Accounting Pronouncements (Tables) 73: R32 License and Collaboration Agreements (Tables) HTML 65K 34: R33 Fair Value Measurements (Tables) HTML 180K 95: R34 Cash, Cash Equivalents and Marketable Securities HTML 190K (Tables) 111: R35 Accounts Receivable and Reserves for Product Sales HTML 139K (Tables) 72: R36 Inventory (Tables) HTML 58K 33: R37 Other Assets (Tables) HTML 105K 94: R38 Property and Equipment, Net (Tables) HTML 84K 113: R39 Intangible Assets (Table) HTML 82K 85: R40 Accrued Expenses (Tables) HTML 75K 128: R41 Indebtedness (Tables) HTML 99K 53: R42 Stock-Based Compensation (Tables) HTML 557K 41: R43 Other (Loss) Income (Tables) HTML 73K 84: R44 Income Taxes (Tables) HTML 298K 127: R45 Leases (Tables) HTML 109K 52: R46 Net Loss Per Share (Tables) HTML 70K 39: R47 Commitments and Contingencies (Tables) HTML 51K 83: R48 Financial Information by Quarter (Unaudited) HTML 320K (Tables) 129: R49 Organization and Nature of Business - Additional HTML 49K Information (Detail) 109: R50 Summary of Significant Accounting Policies and HTML 78K Recent Accounting Pronouncements - Additional Information (Detail) 90: R51 Summary of Estimated Useful Lives of Plant and HTML 60K Equipment (Detail) 22: R52 License and Collaboration Agreements - Additional HTML 325K Information (Detail) 60: R53 Schedule of Total Consideration of Business HTML 66K Acquisition (Details) 110: R54 Gain From Sale of Priority Review Voucher - HTML 39K Additional Information (Detail) 91: R55 Assets and Liabilities Measured and Carried at HTML 71K Fair Value (Detail) 23: R56 Summary of Company Financial Assets with HTML 43K Maturities of Less Than 90 Days Included in Cash Equivalents (Detail) 61: R57 Cash, Cash Equivalents and Marketable Securities - HTML 36K Additional Information (Detail) 107: R58 Summary of Company Cash, Cash Equivalents and HTML 82K Investments (Detail) 93: R59 Summary of Components of Accounts Receivable HTML 43K (Detail) 43: R60 Summary of Change in Reserves for Discounts and HTML 54K Allowances (Detail) 57: R61 Summary of Total Reserves Included in Consolidated HTML 41K Balance Sheets (Detail) 124: R62 Inventory - Summary of Components of Inventory HTML 47K (Detail) 80: R63 Summary of Other Current Assets (Detail) HTML 54K 44: R64 Summary of Other Non-current Assets (Detail) HTML 50K 58: R65 Summarizes Components of Property and Equipment, HTML 64K Net (Detail) 125: R66 Property and Equipment, Net - Additional HTML 37K Information (Detail) 81: R67 Intangible Assets - Summary of Components of HTML 48K Intangible Assets (Detail) 47: R68 Intangible Assets - Additional Information HTML 70K (Detail) 55: R69 Intangible Assets - Summary of Estimated Future HTML 50K Amortization for Intangible Assets (Detail) 65: R70 Summary of Accrued Expenses (Detail) HTML 58K 28: R71 Indebtedness - Additional Information (Detail) HTML 143K 88: R72 Indebtedness - Summary of Debt Facilities (Detail) HTML 57K 102: R73 Indebtedness - Summarizes Total Gross Payments Due HTML 42K under Company's Debt Arrangements (Detail) 64: R74 Equity - Additional Information (Detail) HTML 55K 27: R75 Stock Based Compensation - Additional Information HTML 153K (Detail) 87: R76 Assumptions for Measuring Fair Values of Stocks HTML 58K (Detail) 101: R77 Assumptions for Measuring Fair Values of Stocks HTML 36K (Parenthetical) (Detail) 67: R78 Summary of Stock Option Activity (Detail) HTML 92K 24: R79 Summary of Stock Option Activity (Parenthetical) HTML 45K (Detail) 66: R80 Summary of Company's Stock Options Vested and HTML 39K Exercised (Detail) 29: R81 Summary of Restricted Stock Award Activity HTML 59K (Detail) 89: R82 Summary of Restricted Stock Unit Activity (Detail) HTML 59K 103: R83 Summary of Stock Appreciation Rights Activity HTML 56K (Detail) 63: R84 Summary of Employee Stock Purchase Plan Activity HTML 42K and Expense (Detail) 26: R85 Summary of Stock-Based Compensation Expense by HTML 43K Function Included within Consolidated Statements of Operations and Comprehensive Loss (Detail) 86: R86 Summary of Stock-Based Compensation Expense by HTML 45K Grant Type Included within Consolidated Statements of Operations and Comprehensive Loss (Detail) 100: R87 401 (K) PLAN - Additional Information (Detail) HTML 47K 68: R88 Summary of Other (Loss) Income (Detail) HTML 53K 25: R89 Summary of Loss before Provision for Income Taxes HTML 47K by Jurisdiction (Detail) 42: R90 Summary of Provision for Income Taxes (Detail) HTML 70K 56: R91 Reconciliation Between Effective Tax Rate and HTML 65K Federal Income Tax Rate (Detail) 123: R92 Income Taxes - Additional Information (Detail) HTML 94K 79: R93 Analysis of Deferred Tax Assets and Liabilities HTML 72K (Detail) 45: R94 Reconciliation of Beginning and Ending Amount of HTML 45K Unrecognized Tax Benefits (Detail) 59: R95 Leases - Additional Information (Detail) HTML 46K 126: R96 Summary of Lease Costs Recognized Under Topic 842 HTML 51K and Other Information Pertaining to Operating Leases (Detail) 82: R97 Summary of Maturities of Lease Liabilities and HTML 63K Reconciliation of Lease Liabilities Recognized Under Topic 842 (Detail) 46: R98 Summary of Aggregate Future Minimum HTML 55K Non-Cancellable Commitments under Leases (Detail) 54: R99 Basic and Diluted Net Loss Per Share (Detail) HTML 51K 106: R100 Basic and Diluted Net Loss Per Share HTML 48K (Parenthetical) (Detail) 92: R101 Commitments and Contingencies - Additional HTML 109K Information (Detail) 21: R102 Summary of Non-Cancelable Contractual Obligations HTML 47K Arising From Long-term Contractual Arrangements (Detail) 62: R103 Subsequent Event - Additional Information HTML 38K (Details) 104: R104 Financial Information by Quarter (Detail) HTML 100K 96: XML IDEA XML File -- Filing Summary XML 232K 40: XML XBRL Instance -- srpt-10k_20191231_htm XML 5.81M 108: EXCEL IDEA Workbook of Financial Reports XLSX 145K 17: EX-101.CAL XBRL Calculations -- srpt-20191231_cal XML 342K 18: EX-101.DEF XBRL Definitions -- srpt-20191231_def XML 936K 19: EX-101.LAB XBRL Labels -- srpt-20191231_lab XML 2.10M 20: EX-101.PRE XBRL Presentations -- srpt-20191231_pre XML 1.60M 16: EX-101.SCH XBRL Schema -- srpt-20191231 XSD 330K 116: JSON XBRL Instance as JSON Data -- MetaLinks 537± 883K 105: ZIP XBRL Zipped Folder -- 0001564590-20-006769-xbrl Zip 863K
EXHIBIT 10.56
[**]
Dear Bill,
On behalf of Sarepta Therapeutics, Inc. (“Sarepta” or the “Company”), it is a great pleasure to extend you this offer of employment as Executive Vice President, Technical Operations in the Andover, Massachusetts, office effective on a date agreed upon following your acceptance of this offer (“Hire Date”), reporting to Douglas Ingram, President & Chief Executive Office.
Base Salary.
In this position, you will earn an annual base salary of $445,000.14 subject to applicable taxes and withholdings, which will be paid on a bi-weekly basis.
Future Salary Increases.
Your Base Salary shall be subject to annual review as part of the Annual Compensation Review process which typically takes place in the first quarter of the calendar year. Salary merit increases, if any, will be awarded at the Company’s discretion on the basis of your performance. You will not be eligible for a merit increase for your performance in 2019.
During your employment, you will also be eligible to participate in Sarepta’s annual bonus program. The target bonus opportunity for your position is 45% of your annual base salary, with the actual amount of such bonus, if any, being determined by the Company in its sole discretion, based on your performance and that of the Company against goals established by the Board. You will not be eligible for a bonus for your performance in 2019. You must be employed through the date bonuses are disbursed to employees and have not given notice of intent to terminate in order to be eligible for the bonus. Additional details regarding Sarepta’s bonus program will be provided to you upon commencing employment.
New Hire Option Grant.
On the Hire Date, as an inducement for acceptance of the terms of the offer letter, the Company plans to grant to you, subject to Compensation Committee approval, the option to purchase 80,000 shares of Company Common Stock (the “Option”) pursuant to the 2014 Employment Commencement Incentive Plan, as amended (the “2014 Incentive Plan”), a copy of which will be provided to you upon you signing this offer letter.
The exercise price of the Option will equal the closing sales price of the Company’s Common Stock as reported by The NASDAQ Global Market on the Hire Date. 1/4th of the shares underlying the Option will vest and become exercisable on the first anniversary of the Hire Date, and 1/48th of the shares underlying the Option will vest and become exercisable on each monthly anniversary of the Hire Date thereafter, such that the shares underlying the Option will be fully vested and exercisable on the fourth anniversary of the Hire Date, subject to your continued employment through each such vesting date. The Option will be subject to the terms and conditions under the 2014 Incentive Plan and the Company’s form of Option Agreement under the 2014 Incentive Plan, a copy of which will be provided to you upon you signing this offer letter.
Annual Equity Grant Program
You may also be eligible to be considered for the Company’s annual equity grant program based on your performance. Any such equity grants will be subject to the terms and conditions of the applicable equity plan and the Company’s forms of award agreements. You will not be eligible to be considered for the Company’s annual equity grant program based on your performance in 2019.
Page 2 of 3
You will be eligible to participate in the benefit plans and programs made available by the Company from time to time for employees generally, subject to plan terms and generally applicable Company policies. These currently include, but are not limited to:
|
- |
health insurance such as medical, dental and vision; |
|
- |
company-paid basic life insurance, accidental death and dismemberment, and short- and long-term disability; |
|
- |
paid time off such as accrued vacation, sick leave and company-paid holidays; |
|
- |
401(k) retirement savings plan; and employee stock purchase plan; |
|
- |
Partially subsidized onsite parking and T / Commuter Pass. |
For additional details, please review the enclosed Employees Benefits You Can Count On document.
Background Check and Reference Check.
As a part of Sarepta’s employment process, we reserve the right to conduct background checks and/or reference checks on all potential employees to the fullest extent permitted under applicable law. This offer of employment, therefore, is contingent upon your successful completion of these checks.
Employment At-Will.
This letter and your response are not intended to constitute a contract of employment for a definite term. If you accept our offer of employment, you will be an employee at-will, meaning that either you or the Company may terminate our employment relationship at any time for any reason, with or without cause and with or without advance notice. None of the benefits offered to you by the Company create a right to continue in employment for any particular period of time. The terms and conditions of your employment, including without limitation your job title, hours of work, work location, compensation, the stock option plan, and other employee benefits may change over the course of employment at the Company’s sole discretion.
Proprietary Rights Agreement.
As a condition of your employment, you are required to sign a Confidential Proprietary Rights and Non-Disclosure Agreement (“CDA”). The CDA is enclosed to give you an opportunity to read it carefully prior to your Hire Date. The CDA must be signed on or before your Hire Date as a condition of employment.
We would like to emphasize the importance we place on the proper treatment of all proprietary information, including that which you may have come into contact with in your prior employment. The Company is extending this offer to you based upon your general skills and abilities, and not your possession of any trade secret, confidential or proprietary information of a former employer. The Company requires that you do not obtain, keep, use for Sarepta’s benefit, or disclose this type of information from any prior employers to Sarepta. By accepting this offer, you will also be affirming to the Company that you are not a party to any agreement with a prior employer that would prohibit your employment with us.
Moreover, you agree that during the term of your employment, you will not engage in any other employment, occupation, consulting, or other business activity directly related to the business in which the Company is now involved or becomes involved during the term of your employment, nor will you engage in any other activities that conflict with your obligations to the Company.
Change in Control Agreement and Severance Agreement
You will be eligible to enter into the attached Change in Control and Severance Agreement (“CIC Agreement”) and Severance Agreement, subject to Compensation Committee approval.
Eligibility for Employment.
In compliance with the United States’ Citizenship and Immigration Services, Sarepta must verify your identity and eligibility for employment in the United States within 3 business days of your Hire Date. For a list of acceptable documents, please visit http://www.uscis.gov/i-9. Please bring the appropriate documents listed on that form with you when you report for work. Sarepta will not be able to employ you if you fail to comply with this requirement.
In addition, since the Company is a Federal contractor, we participate in e-Verify, an Internet-based system that allows businesses to determine the eligibility of their employees to work in the United States. For more information on this service, please visit http://www.uscis.gov/e-verify.
4813-4438-5394, v. 1
Page 3 of 3
If you wish to accept this offer of employment with Sarepta, please sign below and return one signed copy to me. This offer of employment will expire on November 15, 2019.
This offer of employment, the CDA, the CIC Agreement and the Severance Agreement constitute the entire agreement, and supersedes all prior agreements, understanding or statements concerning your employment and all related matters, including, but not limited to, any representations made during your interviews or relocation negotiations, whether written or oral. This offer of employment letter, including, but not limited to, its at-will employment provision, may not be modified or amended, and no breach is regarded as waived, except by a written agreement signed by the Company’s CEO and President and you.
We are pleased to welcome you to Sarepta. If you have any questions, please do not hesitate to contact me at [**].
Sincerely,
/s/ Joan Nickerson
Senior Vice President, Human Resources
Enclosures
Agreed to and accepted:
I accept the written terms in this offer of employment letter.
Signature |
|
Date: |
11/12/2019 |
4813-4438-5394, v. 1
This ‘10-K’ Filing | Date | Other Filings | ||
---|---|---|---|---|
Filed on: | 2/26/20 | |||
For Period end: | 12/31/19 | 4 | ||
11/15/19 | ||||
11/11/19 | ||||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/28/24 Sarepta Therapeutics, Inc. S-8 POS 3/28/24 4:220K Donnelley … Solutions/FA 3/28/24 Sarepta Therapeutics, Inc. S-8 POS 3/28/24 4:220K Donnelley … Solutions/FA 3/28/24 Sarepta Therapeutics, Inc. S-8 POS 3/28/24 4:220K Donnelley … Solutions/FA 3/28/24 Sarepta Therapeutics, Inc. S-8 POS 3/28/24 4:220K Donnelley … Solutions/FA 2/28/24 Sarepta Therapeutics, Inc. 10-K 12/31/23 119:18M Donnelley … Solutions/FA 2/28/23 Sarepta Therapeutics, Inc. 10-K 12/31/22 119:23M Donnelley … Solutions/FA 3/02/22 Sarepta Therapeutics, Inc. S-3ASR 3/02/22 4:438K Donnelley … Solutions/FA 3/01/22 Sarepta Therapeutics, Inc. 10-K 12/31/21 121:20M Donnelley … Solutions/FA 3/01/21 Sarepta Therapeutics, Inc. 10-K 12/31/20 124:22M ActiveDisclosure/FA |