www.sec.gov/Archives/edgar/data/70793/0001047469-09-000 -
[Cached Version]
Published on: 1/14/2009
Last Visited: 1/16/2009
Harvey Kamil
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Harvey Kamil
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Harvey Kamil
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Harvey Kamil
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Rudolph and Kamil, all our executive officers are employed at-will.
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Harvey Kamil.
If Mr. Kamil was terminated without cause, or resigned for "good reason," as defined in his employment agreement, on September 30, 2008, then:
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Mr. Kamil would have been entitled to receive a lump sum payment equal to $3,450,000, which is the sum of (x) $1,800,000 (representing three times his base salary of $600,000) and (y) $1,650,000 (representing three times $550,000, his average actual annual bonus over the three prior fiscal years);
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all Mr. Kamil's health, hospitalization and similar benefits would have been continued for three years, valued at $29,556 for the three-year period;
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Mr. Kamil's outstanding but unvested 100,000 stock options would vest immediately and remain exercisable for one year after such termination.
This accelerated vesting is valued at $402,000, based on the difference between the $25.50 exercise price of his unvested options and the $29.52 closing price of our Common Stock on September 30, 2008; and
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if a subsequent change of control occurred and the severance payments were subject to the excise tax under Section 4999 of the Code, he would have been entitled to a gross-up payment for such excise tax.
Other Named Executive Officers.
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Harvey Kamil
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Kamil, Flaherty, Leahy, Lindgren and Schneider, including each of their principal occupations during the past five years and current directorships, is set forth below.
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Harvey Kamil is the President and Chief Financial Officer of the Company.
He serves on the Board of Directors of the Council for Responsible Nutrition and on the Board of Directors of the National Nutritional Food Association.
He joined the Company in 1982.