Juno 2015 Annual Report Download - page 37
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Table of Contents
(4) The non-employee directors hold restricted stock units, which contain dividend equivalent rights. Pursuant to those rights, each non-employee
director will receive, as dividends or other distributions are declared and paid on the outstanding shares of our common stock, an additional
payment equal to each dividend or distribution, which would have been paid on the shares of common stock underlying those units had such shares
been issued and outstanding at the time that such dividend or distribution was made to our stockholders. The payment will be made in the same form
and at the same time as the actual dividend or distribution is made to the stockholders. The ASC 718 value of restricted stock unit awards made to
the non-employee directors takes the dividend equivalent rights into consideration, and the amounts received by the non-employee directors
pursuant to those rights are not included in the table as part of their compensation for the 2015 fiscal year. No cash payments pursuant to these
dividend equivalent rights were paid during the year ended December 31, 2015 because no dividend or distribution was made to our stockholders in
2015.
(5) Represents compensation earned by Mr. Phanstiel solely in his capacity as a non-employee director. Mr. Phanstiel, our Chairman of the Board,
served as Principal Executive Officer from November 2015 to January 2016 but did not receive any compensation in his capacity as Principal
Executive Officer.
The following table shows the number of shares of our common stock subject to outstanding restricted stock units, which each of our non-employee
directors held as of December 31, 2015. None of our non-employee directors held any outstanding stock options as of December 31, 2015.
James Armstrong 7,138
Robert Berglass 7,138
Kenneth Coleman 7,138
Kenneth Denman 7,138
Dennis Holt —
Andrew Miller 7,138
Howard Phanstiel 7,138
Carol Scott 7,138
We have an offer letter or employment agreement in place with each of our named executive officers, other than
Mr. Phanstiel. Each offer letter or employment agreement establishes the annual rate of base salary paid to the named executive officer and also sets his or her
target bonus amount at a specified percentage of base salary, subject to future adjustment by the Company.
The following table includes the annual rate of base salary and target bonus amounts (as a percentage of base salary) for each named executive
officer under his or her offer letter or employment agreement, as well as the expiration date of each such agreement, as applicable:
Francis Lobo(1) $ 700,000 N/A November 5, 2016
Howard G. Phanstiel(2) N/A N/A N/A
Edward K. Zinser $ 350,000 70% N/A
Mark E. Harrington(3) $ 320,000 55% N/A
Shahir Fakiri(4) $ 375,000 60% N/A
Kesa L. Tsuda(5) $ 250,000 N/A N/A
(1) Mr. Lobo’s employment terminated on November 18, 2015.
(2) Mr. Phanstiel served as our Principal Executive Officer from November 2015 through January 2016 and did not receive a base salary, bonus award or
any other compensation in his capacity as Principal Executive Officer.
(3) Mr. Harrington commenced his employment on August 3, 2015.
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