ipo.alexbrown.db.com/deals/E002541_HPOW/HPOW_prospectus -
[Cached Version]
Published on: 8/9/2000
Last Visited: 9/13/2000
The successful development, marketing and manufacturing of our products will depend upon the skills and efforts of a small group of management and technical personnel, including Dr. H. Frank Gibbard, our Chief Executive Officer and Dr. Arthur Kaufman, our Chief Technology Officer.
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DR. H. FRANK GIBBARD has served as our Chief Executive Officer since October 1996 and has been a member of our Board of Directors since June 1997.From 1995 through 1996, Dr. Gibbard operated his own research company, Gibbard Research and Development Corporation.From 1991 to 1995, Dr. Gibbard was employed by Duracell Inc. as Vice President, R&D and Advanced Engineering.Dr. Gibbard holds a B.S. degree in Chemistry from the University of Oklahoma and a Ph.D. in Chemistry from the Massachusetts Institute of Technology.
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H. Frank Gibbard, Chief ExecutiveOfficer....................... $ 195, 776
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$ 20, 271
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H. Frank Gibbard, Chief
Executive Officer.......................
500, 000
18.52 % $ 3.00 (1)
12/22/04
$ 414, 422
$ 915, 765
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The options to purchase 500, 000 shares of common stock held by H. Frank Gibbard at May 31, 2000 are exercisable as to 250, 000 shares on October 6, 2000 and as to the remaining 250, 000 shares on October 6, 2001.
(2)
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H. Frank Gibbard,
Chief Executive Officer.....................
750, 000
750, 000
$ 10, 125, 000
$ 9, 875, 000
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In October 1999, we entered into an amended and restated employment agreement with Dr. H. Frank Gibbard, our Chief Executive Officer.The term of this agreement expires in October 2002.Pursuant to the terms of this agreement, Dr. Gibbard is required to devote his full time and attention to our business and affairs and he receives an annual base salary of $ 203, 320.As part of his compensation package, Dr. Gibbard receives an automobile allowance and other fringe benefits commensurate with his duties and responsibilities and is eligible to receive, from time to time, discretionary cash bonuses.If, within a year after a change in our control, we terminate Dr. Gibbard or we assign him duties materially inconsistent with his position, he may be entitled to receive a lump sum payment equal to one-half of his then annual base salary and incentive compensation.Dr. Gibbard's employment agreement precludes him from competing with us or soliciting our employees during the period of his employment and for two years thereafter.
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These grants include options to purchase 750, 000 shares of our common stock at an exercise price of $ 2.50 granted to Dr. Gibbard in fiscal 1997, options to purchase 250, 000 shares at an exercise price of $ 2.50 granted to Dr. Gibbard in fiscal 1998 and options to purchase 500, 000 shares of our common stock at an exercise price of $ 3.00 granted to Dr. Gibbard in fiscal 2000.In fiscal 2000, we also granted to Mr. Zang options to purchase 250, 000 shares of our common stock at an exercise price of $ 3.00 per share and 125, 000 shares at an exercise price equal to $ 16.00 per share, representing the initial public offering price per share of our common stock.In addition, in fiscal 2000, we granted to Mr. Michael options to purchase 225, 000 shares of our common stock, to Mr. Russo options to purchase 100, 000 shares of our common stock, each at an exercise price of $ 3.00 per share, and to Mr. Kaufman options to purchase 15, 625 shares of our common stock at an exercise price equal to $ 16.00 per share, representing the initial public offering price of our common stock.Furthermore, in fiscal 2000 we granted to Mr. Chouinard options to purchase 125, 000 shares of our common stock at an exercise price of $ 3.00 per share.
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Dr. H. Frank Gibbard (6) ..............................
863, 750
1.9 %
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863, 750
1.6 %
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Includes 86, 750 shares owned by Dr. Gibbard, an aggregate of 26, 000 shares held by his eight children and 1, 000 shares held by Lindsey Hough, his nephew.Dr. Gibbard disclaims beneficial ownership of all shares held by his children and his nephew.Includes stock options to purchase 750, 000 shares of common stock.