Common use of Executive Financial Recoupment Program Clause in Contracts

Executive Financial Recoupment Program. Within 150 days after the Effective Date of the CIA, Mallinckrodt shall establish a financial recoupment program that puts at risk of forfeiture and recoupment an amount equivalent to up to three years of annual performance pay (including Cash and Equity Awards, as defined below) for any Covered Executive (as defined below) who is the subject of an Affirmative Recoupment Determination (as defined below). This program shall be known as the Executive Financial Recoupment Program. This recoupment program shall apply to Covered Executives who, at the time of a Recoupment Determination, are either current Mallinckrodt employees or became former Mallinckrodt employees at any time 150 days or more after the Effective Date of the CIA.. Within 150 days after the Effective Date of the CIA, Mallinckrodt shall establish policies and procedures (and modify employment and other contracts as necessary) to provide that incentive awards, bonuses, and other similar awards on an after tax/net basis (collectively “Cash Awards”) for each Covered Executive is at risk of forfeiture in the event of Significant Misconduct that is discovered by Mallinckrodt before the Cash Award is paid. In the event of Significant Misconduct by any Covered Executive, Mallinckrodt shall also reserve the right and full discretion to void and forfeit any unvested stock options, unvested stock appreciation rights, unvested deferred share units, and other unvested rights to receive company common stock (collectively, “Equity Awards”). If Mallinckrodt discovers any Significant Misconduct that would implicate the forfeitures described in this Paragraph by a Covered Executive, it shall evaluate the situation in accordance with the process outlined below and determine whether any forfeiture, and the terms of such forfeiture, shall be implemented. Within 150 days after the Effective Date of the CIA, Mallinckrodt shall modify and supplement the annual bonus plans applicable to Covered Executives (and any employment agreements, as appropriate) by imposing the eligibility and recoupment conditions described below on future Cash Awards and Equity Awards and making the additional remedies discussed below applicable to all U.S.- based Executive Vice Presidents and the Chief Executive Officer (collectively, “Covered Executives”). Mallinckrodt shall implement policies and procedures and, as necessary, shall modify contracts with Covered Executives so that, beginning no later than calendar year 2022, Cash Awards and Equity Awards may be recouped if an Affirmative Recoupment Determination is made. The forfeiture and recoupment rights described in this Paragraph shall apply prospectively to Covered Executives beginning no later than the calendar year 2022 Cash Award and Equity Award years.

Executive Financial Recoupment Program. Within 150 120 days after the Effective Date of the CIA, Mallinckrodt Sandoz shall establish a financial recoupment program that puts at risk of forfeiture and recoupment an amount equivalent to up to three years of annual performance pay (including Cash and Equity Awards, as defined below) for any Covered Executive (as defined below) who is the subject of an Affirmative Recoupment Determination (as defined below)Determination. This program shall be known as the Executive Financial Recoupment Program. This recoupment program shall apply to Covered Executives whoExecutives, as defined below, who are either current Sandoz employees or former Sandoz employees at the time of a Recoupment Determination, are either current Mallinckrodt employees or became former Mallinckrodt employees at any time 150 days or more after the Effective Date of the CIA.. . Within 150 120 days after the Effective Date of the CIA, Mallinckrodt Sandoz shall establish policies and procedures (and modify employment and other contracts as necessary) to provide that incentive awards, bonuses, and other similar awards on an after tax/net basis (collectively “Cash Awards”) for each Covered Executive is are at risk of forfeiture in the event of Significant Misconduct (i.e., a violation of a law or regulation or a violation of a significant Sandoz policy) that is discovered by Mallinckrodt Sandoz before the Cash Award bonus is paid. In the event of Significant Misconduct by any Covered Executive, Mallinckrodt Sandoz shall also reserve the right and full discretion to void and forfeit any unvested stock options, unvested stock appreciation rights, unvested deferred share units, and other unvested rights to receive company common stock (collectively, “Equity Awards”). If Mallinckrodt Sandoz discovers any Significant Misconduct that would implicate the forfeitures described in this Paragraph by a Covered Executive, it shall evaluate the situation in accordance with the process outlined below and determine make a determination about whether any forfeiture, and the terms of such forfeiture, shall be implemented. Within 150 120 days after the Effective Date of the CIA, Mallinckrodt Sandoz shall modify and supplement the annual bonus plans applicable to Covered Executives (and any employment agreements, as appropriate) by imposing the eligibility and recoupment repayment conditions described below on future Cash Awards and Equity Awards and making the additional remedies discussed below applicable to all U.S.- based Executive Vice Presidents Certifying Employees (as set forth in Section III.A.4 of the CIA) and all direct reports to the Chief Executive Officer Certifying Employees who oversee business units that are engaged in Pricing and Contracting Functions (as defined in Section II.C.3 of the CIA) (collectively, “Covered Executives”). Mallinckrodt Sandoz shall implement policies and procedures and, as necessary, shall modify contracts with Covered Executives so that, beginning no later than calendar year 2022, Cash Awards and Equity Awards may be recouped if an Affirmative Recoupment Determination is made. The forfeiture and recoupment rights described in this Paragraph shall apply prospectively to Covered Executives beginning no later than the calendar year 2022 Cash Award bonus plan and Equity Award years.

Executive Financial Recoupment Program. Within 150 120 days after the Effective Date of the CIA, Mallinckrodt Xxxxxx shall establish a financial recoupment program that puts at risk of forfeiture and recoupment an amount equivalent to up to three years of annual performance pay (including Cash and Equity Awards, as defined below) for any Covered Executive (as defined below) who is the subject of an Affirmative Recoupment Determination (as defined below)Determination. This program shall be known as the Executive Financial Recoupment Program. This recoupment program shall apply to Covered Executives whoExecutives, as defined below, who are either current Sandoz employees or former Sandoz employees at the time of a Recoupment Determination, are either current Mallinckrodt employees or became former Mallinckrodt employees at any time 150 days or more after the Effective Date of the CIA.. . Within 150 120 days after the Effective Date of the CIA, Mallinckrodt Xxxxxx shall establish policies and procedures (and modify employment and other contracts as necessary) to provide that incentive awards, bonuses, and other similar awards on an after tax/net basis (collectively “Cash Awards”) for each Covered Executive is are at risk of forfeiture in the event of Significant Misconduct (i.e., a violation of a law or regulation or a violation of a significant Sandoz policy) that is discovered by Mallinckrodt Sandoz before the Cash Award bonus is paid. In the event of Significant Misconduct by any Covered Executive, Mallinckrodt Xxxxxx shall also reserve the right and full discretion to void and forfeit any unvested stock options, unvested stock appreciation rights, unvested deferred share units, and other unvested rights to receive company common stock (collectively, “Equity Awards”). If Mallinckrodt Xxxxxx discovers any Significant Misconduct that would implicate the forfeitures described in this Paragraph by a Covered Executive, it shall evaluate the situation in accordance with the process outlined below and determine make a determination about whether any forfeiture, and the terms of such forfeiture, shall be implemented. Within 150 120 days after the Effective Date of the CIA, Mallinckrodt Sandoz shall modify and supplement the annual bonus plans applicable to Covered Executives (and any employment agreements, as appropriate) by imposing the eligibility and recoupment repayment conditions described below on future Cash Awards and Equity Awards and making the additional remedies discussed below applicable to all U.S.- based Executive Vice Presidents Certifying Employees (as set forth in Section III.A.4 of the CIA) and all direct reports to the Chief Executive Officer Certifying Employees who oversee business units that are engaged in Pricing and Contracting Functions (as defined in Section II.C.3 of the CIA) (collectively, “Covered Executives”). Mallinckrodt Sandoz shall implement policies and procedures and, as necessary, shall modify contracts with Covered Executives so that, beginning no later than calendar year 2022, Cash Awards and Equity Awards may be recouped if an Affirmative Recoupment Determination is made. The forfeiture and recoupment rights described in this Paragraph shall apply prospectively to Covered Executives beginning no later than the calendar year 2022 Cash Award bonus plan and Equity Award years.

Executive Financial Recoupment Program. Within 150 120 days after the Effective Date of the CIA, Mallinckrodt Taro shall establish a financial recoupment program that puts at risk of forfeiture and recoupment an amount equivalent to up to three years of annual performance pay (including Cash and Equity Awards) for any Covered Executive, as defined below) for any Covered Executive (as defined below) , who is the subject of an Affirmative Recoupment Determination (as defined below)Determination. This program shall be known as the Executive Financial Recoupment Program. This recoupment program shall apply to Covered Covered‌ Executives who, who are either current Taro employees or former Taro employees at the time of a Recoupment Determination, are either current Mallinckrodt employees or became former Mallinckrodt employees at any time 150 days or more after the Effective Date of the CIA.. Determination.‌‌ Within 150 120 days after the Effective Date of the CIA, Mallinckrodt Taro shall establish policies and procedures (and modify employment and other contracts as necessary) to provide that incentive awards, bonuses, and other similar awards on an after tax/net basis (collectively “Cash Awards”) for each Covered Executive is at risk of forfeiture in the event of Significant Misconduct (i.e., a violation of law or regulation or a violation of a significant Taro policy) that is discovered by Mallinckrodt Taro before the Cash Award bonus is paid. In the event of Significant Misconduct by any Covered Executive, Mallinckrodt Taro shall also reserve the right and full discretion to void and forfeit any unvested stock options, unvested stock appreciation rights, unvested deferred share units, and other unvested rights to receive company common stock (collectively, “Equity Awards”). If Mallinckrodt Xxxx discovers any Significant Misconduct that would implicate the forfeitures described in this Paragraph by a Covered Executive, it shall evaluate the situation in accordance with the process outlined below and determine make a determination about whether any forfeiture, and the terms of such forfeiture, shall be implemented. implemented.‌ Within 150 120 days after the Effective Date of the CIA, Mallinckrodt Taro shall modify and supplement the annual bonus plans applicable to Covered Executives (and any employment agreements, as appropriate) by imposing the eligibility and recoupment repayment conditions described below on future Cash Awards and Equity Awards and making the additional remedies discussed below applicable to all U.S.- based Executive executives who are Vice Presidents President and above, including but not limited to the Chief Executive Officer Head of U.S. Generics, Rx, who perform or are in the business unit responsible for overseeing Pricing and Contracting Functions (as defined in Section II.C.3 of the CIA) (collectively, “Covered Executives”). Mallinckrodt Taro shall implement policies and procedures and, as necessary, shall modify contracts with Covered Executives so that, beginning no later than calendar the start of the fiscal year 2023 (i.e., April 1, 2022), Cash Awards and Equity Awards may be recouped from Covered Executives if an Affirmative Recoupment Determination is made. The forfeiture and recoupment rights described in this Paragraph shall apply prospectively to Covered Executives beginning no later than the calendar start of fiscal year 2022 Cash Award 2023 bonus plan and Equity Award years.years.‌