Mr. Davis is one hot commodity. $10 million in signing bonuses. As sign-on pay? Wow.
. . . .Sign-On Bonus:
. . .The Sign-on Bonus will be payable in three installments as follows: (i) $2,500,000 (less applicable payroll deductions and withholdings) will be payable on or about your first regularly scheduled payday following your start date (“First Installment”); (ii) $1,250,000 (less applicable payroll deductions and withholdings) will be payable on or about the first regularly scheduled payday following the first year anniversary of your start date provided that you are still employed by Merck or one of Merck & Co., Inc.’s subsidiaries as of such date (“Second Installment”); and (iii) $1,250,000 (less applicable payroll deductions and withholdings) will be payable on or about the first regularly scheduled payday following the second year anniversary of your start date provided that you are still employed by Merck or one of Merck & Co., Inc.’s subsidiaries as of such date (“Third Installment”) (individually and “Installment;” collectively, the "Installments").
Your right to receive an Installment is conditioned on your continued employment by MSD or a Merck subsidiary on the date the Installment is due. If, however, MSD or Merck terminates your employment for reasons other than Cause (as defined below) prior to the due date of an Installment, then any such Installment will remain payable in accordance with the original payment schedule as if your employment had continued through the due date.
You will be required to repay each and any paid Installment in the event that your employment with MSD or a Merck subsidiary ends prior to the twenty-four month anniversary of your start date as the result of either (a) a decision by you, regardless of reason or (b) a decision by Merck for reason of Cause (as defined below) (“Repayment Event”). For avoidance of doubt, the cessation of your employment by reason of your death or your inability to work due to a disability is not a Repayment Event. By your signature below, you agree that, upon a Repayment Event, you will tender a check to MSD in the full amount of any and all Installments that had been paid to you.
Restricted Stock Unit (RSU) Grant: You will be recommended to receive a RSU grant valued at approximately $5,000,000 (“Sign-On Grant”). Merck RSU grants are currently scheduled to be made shortly after the release of Company earnings each quarter. The date of your grant will be the quarterly grant date immediately following your start date. Subject to its terms, the Sign-On Grant will vest fully on the third anniversary of the grant date (“Vesting Date”). . . .
There will be more to this story -- most likely -- come earnings conference time. That's April 29, before the NYSE opens. You may bank on it.
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