Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On June 28, 2022, we announced that we are promoting Lucile Blaise, age 51, to
serve as our president, sleep and respiratory care business. The promotion is
effective July 1, 2022. A copy of the press release is furnished as Exhibit 99.1
to this current report on Form 8-K.
Ms. Blaise, previously ResMed's vice president of sleep & respiratory care for
Western Europe, is a medtech industry thought leader with over 25 years'
experience in medical device sales, marketing, finance, and business
development.
Since June 2015, Ms. Blaise has served as ResMed's vice president of sleep &
respiratory care for Western Europe. From September 2012 to June 2015, she
served as ResMed's vice president, France and North Africa. From November 2019
to September 2012, she served as marketing director - France, and from November
2006 to November 2009, she served as ventilation product manager for ResMed.
Before that, she held sales and marketing positions with medical device
companies Weinman France, Thuasne, and Tyco Healthcare.
Ms. Blaise has served for 6 years on the board of National Union of the Medical
Technology Industry (Snitem), a professional organization representing medical
device companies operating in France, and was elected its president in June
2022. Since 2020, she has also served on the board of MedTech Europe, the
European trade association for the medical technology industry including
diagnostics, medical devices and digital health.
In connection with the promotion, and effective July 1, 2022, we made the
following compensation arrangements with Ms. Blaise: she will receive an annual
base salary of $470,000, with a target short-term incentive opportunity of 80%,
and an equity award with a target value of $1,400,000. These elements are
structured materially consistent with the executive compensation programs for
executive officers, as disclosed in our proxy statement on Schedule 14A, filed
with the SEC on October 6, 2021. We will provide relocation benefits in
connection with her expected move to the United States consistent with our
mobility policy. We also expect to enter into an executive agreement providing
change of control benefits, materially consistent with the change of control
agreements described in the same Schedule 14A.
There is no arrangement or understanding with any other person pursuant to which
Ms. Blaise was appointed to serve as our president, sleep and respiratory care
business, and there are no family relationships between Ms. Blaise and any
director or executive officer of ResMed that are required to be disclosed under
Item 401(d) of Regulation S-K. Additionally, there are no transactions between
ResMed and Ms. Blaise that would require disclosure under Item 404(a) of
Regulation S-K.
Concurrent with Ms. Blaise's July 1, 2022 appointment, Robert Douglas will no
longer serve as our interim president, sleep and respiratory care business. He
will continue as our president and chief operating officer.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
99.1 Press release issued by ResMed Inc. on June 28, 2022.
104 Cover Page Interactive Data File (embedded within the inline XBRL document).
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