-8-
devote approximately one-half the number of
hours of a full-time equivalent.
As compensation for this agreement, Ms. Moore
will receive:
a salary of $175,000
company-paid health and welfare benefits
As of January 12, 2001, the date of
termination, Ms. Moore held 112,788 vested
options and 35,000 unvested options to
purchase cti Common Stock granted in
accordance with the Corporation’s 1994
Employee Stock Option Plan (the “1994 Plan”),
which vested options would have been
exercisable for a period of up to three
months after the date of her termination with
the Corporation, as provided in the 1994
Plan.
The Compensation Committee deems it
appropriate and in the best interests of the
Corporation to continue vesting of the
unvested options according to the current
vesting schedule and whereas the remaining
unvested options would vest on December 10,
2000 and December 22, 2000, and extend the
exercise period for vested and unvested
options to 90 days after Ms. Moore completes
this consulting arrangement.
2. Consulting Agreement
Petitioner and CTI entered into the referenced consulting
agreement with an effective date of January 13, 2001, and a
termination date of January 12, 2002 (unless terminated earlier
or extended longer by agreement of the parties thereto). The
agreement stated that petitioner would report to Dr. Bianco and
would oversee and manage the corporate communications and human
resource development departments; attend senior management team
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