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Item 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
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On October 4, 2016, Acorda Therapeutics, Inc. (the "Company") announced that Mr. Michael Rogers, age 56, the Company's Chief Financial Officer and one of its named executive officers, left the Company
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In connection with Mr. Rogers' departure from the Company, David Lawrence, age 59, has assumed the role of Chief, Business Operations and Principal Accounting Officer. He will also carry out principal financial officer responsibilities. Andrew Hindman, age 44, the Company's Chief Business Development Officer, has assumed responsibility for Financial Planning and Analysis and Investor Relations.
Mr. Lawrence has been our Chief of Business Operations since October 2013. Prior to that, from January 2005 to October 2013, he served as our Chief Financial Officer. He previously served as our Vice President, Finance from January 2001 through 2004, and Director, Finance from 1999 to 2001. From 1991 to 1999, Mr. Lawrence held several positions for Tel-Air Communications, Inc., including Vice President and Controller. Prior to Tel-Air, he held the financial management positions of Controller and Finance Manager for Southwestern Bell and Metromedia Telecommunications, respectively. Mr. Lawrence received his undergraduate degree in Accounting from Roger Williams College, and an M.B.A in Finance from Iona College. Mr. Lawrence is a founding member and currently serves on the board of directors and as Treasurer of The Brian Ahearn Children's Fund.
The Company intends to enter into a consulting agreement with Mr. Rogers, effective as of his departure and subject to negotiation with him, pursuant to which he will provide certain consulting services to the Company during a consulting period expected to continue through the end of 2016 in exchange for, among other things, the Company's agreement to modify Mr. Rogers' outstanding stock options to extend exercise rights, and modify certain outstanding restricted stock and option awards to allow for their scheduled vesting during the consulting period despite Mr. Rogers' departure. Mr. Rogers will also receive compensation and benefits to which he is entitled pursuant to his existing employment agreement with the Company.
In connection with his new responsibilities, Mr. Hindman will receive additional compensation of $70,000 paid over a six (6) month period. With the exception of this additional compensation for Mr. Hindman, no changes are being made to any of the existing compensatory arrangements with Mr. Lawrence or Mr. Hindman, including without limitation salary, non-equity incentive compensation, and equity awards, in connection with Mr. Lawrence's appointment to his new position, and Mr. Lawrence's and Mr. Hindman's assumption of responsibilities as described above.
There are no arrangements or understandings between either Mr. Lawrence and any other persons, pursuant to which Mr. Lawrence was appointed as Chief, Business Operations and Principal Accounting Officer, no family relationships between Mr. Lawrence and any of the Company's directors or other executive officers, and Mr. Lawrence does not have any direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
A copy of the press release announcing Mr. Rogers' departure and the management changes involving Messrs.
Lawrence and Hindman is
attached as Exhibit 99.1 to this Current Report on Form 8-K, and incorporated by reference into this Item.