Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On May 05, 2022., BioMarin Pharmaceutical Inc. ("BioMarin" or "the Company")
announced the appointment of Erin Burkhart as BioMarin's Group Vice President,
Chief Accounting Officer, effective May 2, 2022. In her capacity as Chief
Accounting Officer, Ms. Burkhart will also assume the role of BioMarin's
principal accounting officer from Brian Mueller, BioMarin's Executive Vice
President, Finance and Chief Financial Officer. Mr. Mueller will continue to
serve as BioMarin's Executive Vice President, Finance and Chief Financial
Officer and principal financial officer.
Ms. Burkhart, 43, previously worked at Eli Lilly & Co., a public pharmaceutical
company, from August 2014 to April 2022 where she had various accounting and
finance roles of increasing responsibility during her tenure, including
Associate Vice President, US Gross-to-Net Business Analysis from April 2021 to
April 2022, Associate Vice President, Accounting Operations and Reporting from
January 2018 to April 2021, and Senior Director, Corporate Audit Services from
August 2016 to December 2017. Previously, she worked at Stonegate Mortgage
Corporation, a public mortgage company, from May 2013 to May 2014, where she had
served as the Financial Reporting Director, and at Anthem Inc., a public health
care company, from June 2005 to May 2013 where she had served as the Technical
Accounting Director. Ms. Burkhart started her career in public accounting with
Arthur Andersen & Deloitte. Ms. Burkhart is a CPA and holds a BS in Accounting
from Butler University.
In connection with her appointment as Group Vice President, Chief Accounting
Officer, Ms. Burkhart entered into BioMarin's standard employment agreement and
indemnification agreement for executive officers, and she will be entitled to
the following: (i) an annual salary of $400,000? (ii) a 2022 cash incentive
target of 45% of her base salary? (iii) a $250,000 sign-on bonus (the "Sign-on
Bonus"); (iv) a relocation bonus of $250,000 (the "Relocation Bonus"); and (v) a
grant of restricted stock units (the "RSUs") valued at $900,000 and a grant of
stock options (the "Options") valued at $600,000 (collectively, the "Burkhart
Equity Awards"). Ms. Burkhart is expected to also receive relocation assistance
benefits, which include moving expenses, six months of temporary housing, and
miscellaneous expense reimbursement (together with the Relocation Bonus, the
"Relocation Benefits"). The Relocation Benefits are subject to Ms. Burkhart's
relocation to the Bay Area within her first year of employment, and the
Relocation Benefits and the Sign-on Bonus are subject to repayment in the event
Ms. Burkhart's employment is terminated for any reason other than job
elimination by the Company or her death or disability within the first two years
of employment. The Burkhart Equity Awards will be granted on May 15, 2022 (the
"Grant Date") pursuant to the Company's 2017 Equity Incentive Plan, as amended.
The number of shares of common stock subject to the RSUs will be determined
based on a 30-day trailing average closing price of BioMarin's common stock on
the day before the Grant Date and the number of shares of common stock subject
to the Options will be determined based on the Black-Scholes model valuation
using a 30-day trailing average closing price of BioMarin's common stock on the
day before the Grant Date. The exercise price for the Options is the closing
price of the Company's common stock on the Nasdaq Global Select Market on the
Grant Date, which date is also the vesting start date for such Options. The
Options vest as to 25% of the shares underlying the grant on the first
anniversary of the Grant Date, with 1/48th of shares underlying the grant
vesting monthly thereafter. The RSUs vest as to 25% of the shares underlying the
grant on each of the first four anniversaries of the Grant Date.
Ms. Burkhart has not engaged in any transaction that would be reportable as a
related party transaction under Item 404(a) of Regulation S-K.
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