www.sec.gov/Archives/edgar/data/944702/0000891618-02-00 -
[Cached Version]
Published on: 5/28/2002
Last Visited: 5/30/2002
At the time it entered into the merger agreement, Cadence entered into employment agreements with Penelope Herscher, Aki Fujimura, Steven Teig, Aurangzeb Khan, David Overhauser and James Bailey.
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Fujimura, Teig, Khan, Overhauser and Bailey will be entitled to a specified base salary and a bonus based on a percentage of base salary and/or other performance based criteria.
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Fujimura, Teig, Khan, Overhauser and Bailey has agreed that this employment agreement will supercede any prior employment or other similar agreements between Simplex and him or her, and that all provisions of existing agreements providing for the acceleration of vesting of stock options or severance will be null and void, except as follows:
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Fujimura and Teig, if such employee is actively employed by Cadence on the six month anniversary of the effective date of the merger, a number of options or shares of restricted stock equal to 20,000 shares of Simplex common stock (as converted into options to purchase Cadence common stock or restricted Cadence stock) will vest on that date;
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Fujimura, Teig, Khan, Overhauser and Bailey, in his or her capacity as a stockholder of Simplex, has entered into a non-competition and non-solicitation agreement with Cadence.
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The term of the agreement (calculated from the effective time of the merger) is three years for Ms. Herscher, Mr. Fujimura and Mr. Teig, two years for Mr. Khan and one year for Mr. Overhauser and Mr. Bailey.
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Each of Penelope Herscher, Aki Fujimura, Steven Teig, Luis Buhler, Aurangzeb Khan, Peter Richards, Harvey Jones, A. Richard Newton, Larry Sonsini and Joseph Costello has entered into a voting agreement with Cadence.