Item 5.02 Departure of Directors or Certain Officer; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On August 25, 2020, Alexion Pharmaceuticals, Inc. (the Company) announced that
Anne-Marie Law, the Company's Executive Vice President, Chief Human Experience
Officer, had left the Company effective as of August 21, 2020 and will be
pursuing other opportunities. Becky Lillie has assumed the role of Chief Human
Experience Officer for the Company on an interim basis.
In connection with Ms. Law's departure, the Company and Ms. Law entered into a
Confidential Release and Separation Agreement effective as of September 26, 2020
(the "Separation Agreement"). Pursuant to the terms of the Separation Agreement,
the Company has agreed to provide certain benefits to Ms. Law, including the
following: (i) cash payments equal to 18-months' salary and target bonus, or
approximately $1,860,863, and 18-months of monthly health premiums paid by the
Company after deducting applicable taxes and withholding, or approximately
$44,709; (ii) acceleration of vesting of all outstanding time-based restricted
share unit awards that were at least 50% vested as of August 21, 2020; and (iii)
a pro-rated number of outstanding performance share unit awards (prorated based
on the number of months Ms. Law was employed during each performance period)
will remain outstanding and eligible to vest in accordance with their terms at
the end of the applicable performance period. In order to receive the foregoing
benefits, Ms. Law executed a general release in favor of the Company and
continues to be bound by covenants contained in her employment agreement,
including covenants related to confidentiality, non-competition,
non-solicitation and non-disparagement.
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Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: October 1, 2020 ALEXION PHARMACEUTICALS, INC.
By: /s/ Doug Barry
Name: Doug Barry
Title: Vice President, Corporate Law© Edgar Online, source Glimpses
ALEXION PHARMACEUTICALS, INC. 
