Exhibit 10.13
May 11, 2001
▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇
▇▇▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇
PERSONAL AND CONFIDENTIAL
Dear ▇▇▇▇:
The purpose of this letter is to summarize the terms of your compensation as of
July 1, 2001 contingent upon your assuming the position of Vice President and
Senior Counsel - ▇▇▇▇▇▇ Holdings, Inc. Please note that these arrangements are
supplemental to the terms and conditions of the letter agreement you received
from ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇, dated February 21, 2001. All terms and conditions
presented in the February 21, 2001 letter agreement remain unchanged.
CASH COMPENSATION
Your annual base salary will be $200,000, inclusive of your 2001 merit increase,
and you will have a target bonus of 35% of base salary ($70,000). These
compensation arrangements will be effective July 1, 2001.
STOCK OPTION AWARD
Effective within 30 days following the date of the spin-off of ▇▇▇▇▇▇, you will
receive an option to purchase shares of ▇▇▇▇▇▇ stock with an economic value at
the time of grant of $240,000 using a generally accepted valuation methodology.
This option will be issued under a new option and equity compensation plan (the
"▇▇▇▇▇▇ Stock Incentive Plan") that will be adopted by ▇▇▇▇▇▇'▇ Board of
Directors. Your option will vest in equal installments over a period of four
years provided you remain employed with ▇▇▇▇▇▇ during that time, or as provided
otherwise under the ▇▇▇▇▇▇ Stock Incentive Plan. The exercise price will equal
the fair market value of ▇▇▇▇▇▇ stock at the time the option is granted.
Please contact me if you have any questions concerning the contents of this
letter. My telephone number is (▇▇▇) ▇▇▇-▇▇▇▇.
Very truly yours,
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Vice President
Global Compensation
▇▇▇▇▇▇▇-▇▇▇▇▇ Squibb Company
▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
MAY 11, 2001
PAGE 2 OF 2
cc: J. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇
▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇
▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
▇▇▇▇▇▇, Inc.
AGREED TO AND ACCEPTED:
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DATE:
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