Theravance Biopharma Inc
For the period ended Sep 30, 2024. Filed Nov 14, 2024.
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Sep 30, 2024 · Filed Nov 14, 2024
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Item 5. Other Information
(a) On November 13, 2024, the Compensation Committee of the Board of Directors of the Company approved an amendment to the Company’s Change in Control Severance Plan and renamed it the Theravance Biopharma, Inc. Executive Severance Plan (the “Executive Severance Plan”) in order to provide non-change in control severance benefits to eligible US executives with a title of vice president and senior vice president. In the event that an eligible US executive’s employment is involuntarily terminated by the Company without misconduct on the part of the executive, pursuant to the Executive Severance Plan, the executive will be eligible to receive the following severance benefits: (i) a lump sum cash severance payment equal to 6 months of the officer’s base salary in the case of vice presidents and 12 months of the officer’s base salary in the case of executives with a title of senior vice president, (ii) Company-paid COBRA premiums for up to 9 months in the case of vice presidents and 12 months in the case of executives with a title of senior vice president, and (iii) 6 months acceleration of time-based equity awards in the case of vice presidents and 12 months acceleration of time-based equity awards in the case of executives with a title of senior vice president. These severance benefits are contingent on a release of claims. The Company’s current chief executive officer, Rick E Winningham, will not be eligible for non-change in control severance benefits under the Executive Severance Plan as he is eligible for non-change in control severance benefits pursuant to his letter agreement entered into in connection with his appointment as Chief Executive Officer.
The foregoing summary of the Executive Severance Plan does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Executive Severance Plan. The Company expects to file a copy of the Executive Severance Plan as an exhibit to its Annual Report on Form 10-K for the year ending December 31, 2024.
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