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EXHIBIT 10.30
February 8, 2000
Xx. Xxxxxxx Xxxxx
0000 Xxxxxxx Xxxxxx
Xxxx Xxxxx, XX 00000
Dear Xx. Xxxxx:
On behalf of Boston Scientific Corporation ("BSC"), I am very pleased to confirm
our offer to you for the position of Senior Vice President R&D and Chief
Technical Officer, officially reporting to Xxxxx Xxxxx, President and Chief
Executive Officer. This position will be based at our World Headquarters in
Natick, Massachusetts.
This letter, the enclosed Employee Agreement, and the enclosed Code of Business
Conduct summarize our understanding of the terms of your employment and provide
you the means to accept our offer as described.
COMPENSATION:
Through annual and long term programs, Boston Scientific's compensation programs
provide our employees with significant compensation opportunities on a pay for
performance basis. The objective of these programs is to recognize and reward
both individual and company performance.
* BASE SALARY Base salary for this position will be $10,577.60 per pay
period, payable biweekly, equivalent to $275,017.60 on an annualized basis.
Your performance and compensation will be reviewed in December 2000. Your
merit increase amount will be based on performance and may be pro-rated
based on your time of service.
* BSC PERFORMANCE BONUS AWARD PROGRAM You will be eligible to participate in
the annual Performance Bonus Award Program beginning in 2000. Your annual
target bonus opportunity will be 75% of base salary. Your first year
incentive bonus will be guaranteed at 100% of your 75% target. To be
eligible for payment, you must be employed on the date the award is paid.
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* SIGN ON BONUS You will be paid a one-time sign on bonus of $150,000.00
payable as follows: An initial payment of[sic] $50,000 will be paid within
one month of your official start date with the company; second payment of
$50,000 will be paid after your first six months of service; and the final
$50,000 will be paid after you complete one full year of service.
* LONG TERM INCENTIVE You will be nominated for a grant of a non-qualified
stock option of 75,000 shares, which will provide you an opportunity for
equity interest in Boston Scientific. Such options will be granted under
the approved 1995 Long-Term Incentive Plan for active employees in effect
on the date of this letter and will be subject to all terms of the Plan.
Your options will vest over a four-(4) year period at a rate of 25% per
year on the anniversary of the initial grant date.
* Additionally you will be nominated for a grant of stock of 20,000 shares,
which will vest over an 18 month period of time, as follows: 50% nine
months after the grant date; and 50% 18 months after the grant date.
* As part of your initial offer, you will be eligible to participate in the
2000 Long Term Incentive Stock program and be recommended for a grant of
stock options for an additional 25,000 shares.
The grant of all stock options and restricted stock are subject to the
approval of the Compensation Committee of the Board of Directors of Boston
Scientific. The exercise price(s) of the nonqualified stock options will be
the fair market value of Boston Scientific common stock as of the date[sic]
each option grant is approved by the Compensation Committee.
BENEFITS
Enclosed is descriptive literature regarding Boston Scientific's current benefit
programs. Please understand that the company reserves the right to amend or
terminate any of these programs, or to require or change employee premium
contributions toward any benefits.
CAPACITY AND DUTIES:
As Senior Vice President R&D and Chief Technical Officer, you will be expected
to devote your full business time and your best professional efforts to the
performance of your duties and responsibilities for BSC and to abide by all
policies and procedures of BSC as in effect from time to time.
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MISCELLANEOUS:
All payments by BSC under this letter will be reduced by taxes and other amounts
required to be withheld by BSC under applicable law. Compensation programs and
benefits will be applied to you on the same terms as are applicable to other
participants and are subject to modification, termination or replacement from
time to time at the discretion of BSC.
Should you be terminated by the Company not for cause within your first year of
employment, the Company will pay you any remaining portion of your "sign on
bonus"; and will immediately vest any unvested shares of the restricted stock
grant described above.
If you desire, BSC will introduce you to one of the Partners at Ernst and Young
for services rendered by a qualified tax consultant. The services provided will
be for advice pertaining to the tax treatment of relocation and compensation in
this offer package. Tax obligations resulting from your acceptance of this offer
are your sole responsibility and are not intended to be part of the
reimbursement.
Additionally, BSC provides Executive Members up to twenty-five thousand dollars
for expenses related to executive benefits such as tax, legal, health, and
financial services. I will explain this to you in more detail when we meet.
RELOCATION
In consideration of your relocation to the MetroWest Boston area, BSC will
provide assistance as outlined in the enclosed document. Please contact Xxxx
Xxxxxxx of The Relocation Department to begin the process. Xxxx can be reached
at 0-000-000-0000.
ACCEPTANCE
This offer letter is contingent upon an acceptance date no later than February
18, 2000, and a starting date to be mutually agreed upon, but no later than
April 17, 2000. (tentative start date April 10, 2000)
Please indicate your acceptance of this offer and the terms described in the
enclosed Code of Business Conduct by signing and returning a copy of this letter
and the Employee Agreement to myself. The Code of Business Conduct should be
retained by you for your records.
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This letter and the Employee Agreement together contain the entire agreement
between you and BSC concerning your employment and all related matters. An
amendment of this letter or the Employee Agreement will only be effective if in
writing and signed by both you and an authorized representative of BSC. In
accepting this offer, you give us your assurance that you have not relied on any
other agreements or representations, express or implied, with respect to your
employment that are not set forth expressly in this letter or the Employee
Agreement.
Xx. Xxxxx, we believe that the opportunity here with Boston Scientific will be a
mutually rewarding one and we look forward to your acceptance of this offer by
returning a signed copy to me at Boston Scientific.
Sincerely,
/s/ Xxxxxx XxxXxxx
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Xxxxxx XxxXxxx
Senior Vice President Human Resources
Boston Scientific
Accepted: /s/ Xxxxxxx Xxxxx Date: February 18, 2000
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Xxxxxxx Xxxxx
