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WBMD » Topics » David Gang

This excerpt taken from the WBMD DEF 14A filed Aug 14, 2007.
David Gang
 
David Gang served as our Executive Vice President — Product and Programming and Chief Technology Officer until April 17, 2007. In accordance with the terms of his employment agreement dated as of April 28, 2005, as amended as of July 13, 2005 and March 9, 2006, he is receiving the amounts and benefits payable upon a termination without Cause, which are as follows:
 
  •  He will continue to receive his base salary ($450,000 per annum), as severance, for a period of 1 year from the date of termination. We will also pay that portion of the COBRA premium that we would have paid if he were an active employee of our company for one year (or, if earlier, until he is eligible for comparable coverage with a subsequent employer).
 
  •  The options to purchase shares of HLTH Common Stock that were granted to Mr. Gang on his first day of employment continued to vest until May 16, 2007 as if he remained in our employ until that date. The per share exercise price applicable to such grant was $9.52 per share and the number of such options that vested on May 16, 2007 was 100,000 shares. In addition, the options to purchase shares of WebMD Class A Common Stock that were granted to Mr. Gang at the time of our initial public offering will continue to vest as if he remained in our employ until September 28, 2007. The per share exercise price applicable to such grant was $17.50 and the number of such options that will vest on September 28, 2007 is 44,000. Any remaining unvested options were forfeited.
 
The unvested portion of each of the HLTH Restricted Stock and the WebMD Restricted Stock granted to him that had not vested as of the date of termination was forfeited.
 
The employment agreement and the related agreement described below are governed by the laws of the State of New York.
 
In connection with Mr. Gang’s employment, he entered into a related agreement that contains confidentiality obligations that survive indefinitely. The agreement also includes non-solicitation provisions that prohibit Mr. Gang from hiring WebMD employees or soliciting any of WebMD’s clients or customers that he had a relationship with during the time he was employed by WebMD, and non-competition provisions that prohibit Mr. Gang from being involved in a business that competes with WebMD’s business. The non-solicitation and non-competition obligations end on April 17, 2008.


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Table of Contents

 
This excerpt taken from the WBMD 10-K filed Apr 30, 2007.
David Gang
 
David Gang served as our Executive Vice President — Product and Programming and Chief Technology Officer until April 17, 2007. In accordance with the terms of his employment agreement dated as of April 28, 2005, as amended as of July 13, 2005 and March 9, 2006, he will be eligible to receive the amounts and benefits payable upon a termination without Cause, subject to his execution of a release in a form satisfactory to the Company and his continued compliance with the restrictive covenants to which he is bound. Those amounts and benefits include the following:
 
  •  He will continue to receive his base salary ($450,000 per annum), as severance, for a period of 1 year from the date of termination. We will also pay that portion of the COBRA premium that we would have paid if he were an active employee of our company for one year (or, if earlier, until he is eligible for comparable coverage with a subsequent employer).
 
  •  The options to purchase shares of Emdeon Common Stock that were granted to Mr. Gang on his first day of employment will remain outstanding and continue to vest as if he remained in our employ until the next vesting date (May 16, 2007). The per share exercise price applicable to such grant was $9.52 per share and the number of such options that will vest on May 16, 2007 is 100,000 shares. In addition, the options to purchase shares of WebMD Class A Common Stock that were granted to Mr. Gang at the time of our initial public offering will remain outstanding and continue to vest as if he remained in our employ until the next vesting date (September 28, 2007). The per share exercise price applicable to such grant was $17.50 and the number of such options that will vest on September 28, 2007 is 44,000. Any remaining unvested options are forfeited.


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Table of Contents

 
  •  The unvested portion of each of the Emdeon Restricted Stock and the WebMD Restricted Stock granted to him that had not vested as of the date of termination was forfeited.
 
  •  The employment agreement and the related agreement described below are governed by the laws of the State of New York.
 
In connection with Mr. Gang’s employment, he entered into a related agreement that contains confidentiality obligations that survive indefinitely. The agreement also includes non-solicitation provisions that prohibit Mr. Gang from hiring WebMD employees or soliciting any of WebMD’s clients or customers that he had a relationship with during the time he was employed by WebMD, and non-competition provisions that prohibit Mr. Gang from being involved in a business that competes with WebMD’s business. The non-solicitation and non-competition obligations end on April 17, 2008.
 

EXCERPTS ON THIS PAGE:

DEF 14A
Aug 14, 2007
10-K
Apr 30, 2007

RELATED TOPICS for WBMD:

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