Print Page  Close Window


SEC Filings

S-1/A
OREXIGEN THERAPEUTICS, INC. filed this Form S-1/A on 02/16/2007
Entire Document
 
Table of Contents

Potential Payments Upon Termination Due to Change in Control
 
The following table sets forth quantitative estimates of the benefits that would have accrued to each of our named executive officers if his employment had been terminated without cause or due to constructive termination upon a change in control on December 31, 2006, assuming that such termination occurred within the period beginning on the first day of the calendar month immediately preceding the calendar month in which the effective date of a change in control occurs and ending on the last day of the twelfth calendar month following the calendar month in which the effective date of a change in control occurs. Amounts below reflect potential payments pursuant to the amended employment agreements for such named executive officers.
 
                 
          Value of
 
          Accelerated Equity
 
    Salary Continuation
    Awards
 
Name of Executive Officer
  ($)     ($)  
 
Gary D. Tollefson, M.D., Ph.D. 
    275,625       6,955,151  
Anthony A. McKinney
    214,500       1,938,993  
Graham K. Cooper
    206,250       2,245,980  
Eduardo Dunayevich, M.D. 
    180,000       2,500,000  
Ronald P. Landbloom. M.D. 
    180,000       2,500,000  
Lynne Rollins
    N/A       N/A  
 
Potential Payments Upon Change in Control
 
The following table sets forth quantitative estimates of the benefits that would have accrued to each of our named executive officers in connection with a change in control of our company, if such change in control had occurred on December 31, 2006. Amounts below reflect potential payments pursuant to the amended employment agreements for such named executive officers.
 
         
    Value of
 
    Accelerated Equity
 
    Awards
 
Name of Executive Officer
  (1)($)  
 
Gary D. Tollefson
    3,477,576  
Anthony A. McKinney
    969,497  
Graham K. Cooper
    1,122,990  
Eduardo Dunayevich
    1,250,000  
Ronald P. Landbloom
    1,250,000  
Lynne Rollins
    N/A  
 
(1) In addition, the remaining unvested options held by each named executive officer would vest over the 12 months following the effective date of the change in control.
 
Proprietary Information and Inventions Agreement
 
Each of our named executive officers has also entered into a standard form agreement with respect to proprietary information and inventions. Among other things, this agreement obligates each named executive officer to refrain from disclosing any of our proprietary information received during the course of employment and, with some exceptions, to assign to us any inventions conceived or developed during the course of employment.
 
Director Compensation
 
To date, we have not provided cash compensation to directors for their services as directors or members of committees of the board of directors. We have reimbursed and will continue to reimburse our non-employee directors for their reasonable expenses incurred in attending meetings of our board of directors and committees of the board of directors.


107