This excerpt taken from the CAMD 8-K filed Jul 10, 2006.
On July 7, 2006, Registrant and Kevin J. Berry, the Companys CFO, entered into a letter of employment pursuant to which Mr. Berry accepted Registrants offer to become a full-time employee, transitioning from his interim role as a consultant. Under the terms of the letter, Mr. Berry would receive a per annum base salary of $230,000, would participate in Registrants bonus plan at a target bonus of 40% of pro rata base salary with a 50% first year guarantee, and would be granted a 175,000 share option vesting over four years. If Mr. Berrys employment is terminated without cause or he resigns for good reason, he is entitled to nine months severance pay and if his employment is so terminated either six months before or one year after a merger, sale of assets, or change in control, then he is also to receive one year of acceleration under his option and one year to exercise his option. The foregoing summary description is qualified by the letter which is attached as Exhibit 10.26 to this Current Report on Form 8-K.
This excerpt taken from the CAMD 8-K filed Apr 3, 2006.
On March 28, 2006, with the prior approval of its board of directors, Registrant accelerated the vesting of all currently unvested options Registrant had granted to employees and consultants, including officers and directors, which had exercise prices greater than $6.95, the closing price of Registrants stock on March 28, 2006. As a condition to these unvested options becoming immediately exercisable, resale restrictions were imposed to prevent the sale of any shares received from the exercise of an accelerated option prior to the original vesting date of the option.
The primary purpose of the accelerated vesting is to enable Registrant to avoid recognizing in its income statement non-cash compensation expense associated with these options in future periods, which amounts to potential savings of approximately $900,000. Registrant would otherwise expect to record these expenses due to the adoption of Financial Accounting Standards Board Statement of Financial Accounting Standards No. 123 (Revised 2004), Share-Based Payment beginning in the first quarter of fiscal 2007. This estimate is subject to change but is based on estimated value calculations using the Black-Scholes methodology.
The acceleration affects options covering approximately 225,000 shares with exercise prices between $7.00 and $22.50 per share, which is about 12% of Registrants outstanding unvested options. Of these options, 6,562 are held by David Sear, one of Registrants outside directors, comprising approximately 29% of his outstanding unvested options and approximately 7% of the unvested options held by all of Registrants outside directors, and 125,000 are held by David Casey, Registrants Vice President of Sales, comprising all of his options and approximately 15% of the unvested options held by all of Registrants executive officers.
This excerpt taken from the CAMD 8-K filed Mar 23, 2006.
On March 19, 2006, Registrant and Kevin J. Berry, the Companys new CFO (see Item 5.02 below) entered into a Consulting Agreement pursuant to which Mr. Berry is to perform CFO services for Registrant in exchange for cash compensation payable at the rate of $120 per hour and a 5,000 share non-statutory stock option vesting in three equal installments over the next three months. The agreement has a three-month term but may be terminated earlier by either party on ten days notice. Mr. Berry is rendering CFO services for another company presently as well but under the Consulting Agreement Mr. Berry agrees to devote the time required to perform the services for Registrant in a timely and professional manner.
This excerpt taken from the CAMD 8-K filed Oct 27, 2005.