8-KLeadership ChangesRegulation FDExhibits & Filings

BIOGEN INC. 8-K Report, Executive Changes (Aug 13, 2007)

Filed August 13, 2007For Securities:BIIB

Summary

Biogen Idec Inc. (BIIB) announced a significant change in its financial leadership through an 8-K filing on August 13, 2007. The company appointed Paul J. Clancy as its new Executive Vice President and Chief Financial Officer, effective August 13, 2007. This appointment follows the resignation of the previous CFO, Peter N. Kellogg, effective the same date. Mr. Clancy brings extensive experience within Biogen, having held various senior finance and marketing roles since joining in 2001, and prior experience at PepsiCo. This transition marks a key leadership update for investors, with a focus on continuity and experienced internal promotion. The filing details Mr. Clancy's compensation package, which includes a base salary of $450,000, eligibility for an annual bonus with a 50% target, 8,000 restricted stock units vesting over three years, and an option to purchase 20,000 shares vesting over four years. Additionally, the report outlines severance benefits under the executive severance plan, providing for substantial payments and potential excise tax gross-up in specific termination scenarios. Investors should note these compensation and severance terms as they relate to executive incentives and potential future payouts.

Key Highlights

  • 1Appointment of Paul J. Clancy as Executive Vice President and Chief Financial Officer, effective August 13, 2007.
  • 2Peter N. Kellogg has resigned as Chief Financial Officer, effective August 13, 2007.
  • 3Mr. Clancy has a strong internal track record at Biogen Idec, holding various senior finance and marketing positions since 2001.
  • 4Mr. Clancy's compensation includes a base salary of $450,000 and a target annual bonus of 50% of base salary.
  • 5Equity awards to Mr. Clancy include 8,000 restricted stock units (vesting over 3 years) and a stock option for 20,000 shares (vesting over 4 years).
  • 6The company outlines executive severance benefits, including payments based on salary and bonus for terminations other than for cause, and enhanced severance in case of a change in control with an Involuntary Employment Action.
  • 7Severance arrangements include a potential excise tax gross-up to ensure the executive retains the intended net payment.

Frequently Asked Questions

Paul J. Clancy has been appointed as the Executive Vice President and Chief Financial Officer of Biogen Idec, effective August 13, 2007.

Mr. Clancy joined Biogen Idec in 2001 and has held several senior executive positions, including Vice President of Business Planning, Vice President Portfolio Management, Vice President US Marketing, and most recently, Senior Vice President of Finance. He also has prior experience in financial and general management roles at PepsiCo and Pepsi Bottling Group.

Mr. Clancy's compensation includes a base salary of $450,000, eligibility for an annual bonus with a target of 50% of his base salary, 8,000 restricted stock units vesting over three years, and an option to purchase 20,000 shares vesting over four years.

In the event of termination without cause, retirement, death, or disability, Mr. Clancy is entitled to a severance payment of at least nine months of his then annual base salary and target bonus, increasing with years of service up to a maximum of 21 months. In the event of an Involuntary Employment Action following a corporate change in control, he is entitled to 24 months of his then annual base salary and target cash incentive. The company may also provide an excise tax gross-up.