Amarin Corp Plc (AMRN)

[sts66]

Yeah, and the pigs continue to feed at the trough of handing out free shrs to execs - they want to add 10M new shrs to the kitty for distribution, and claim 'tutes back this crap - what about revoking the RSUs given for breaking $500M in US revs now that they're below that number?


https://investor.amarincorp.com/node/21961/html#toc651622_13

On May 14, 2022, our Board, based on input from Aon’s Human Capital Solutions practice, a division of Aon plc (“Aon”) (previously known as Radford) as independent external compensation consultants and the recommendation of our Remuneration Committee, adopted, subject to shareholder approval, an amendment (the “Plan Amendment”) to the Company’s 2020 Stock Incentive Plan (the “2020 Plan” and, as amended by the Plan Amendment, the “Amended Plan”) to increase the share reserve under the 2020 Plan by 10,000,000 Ordinary Shares or ADSs, as the case may be (“Shares”) and to increase the number of Shares that may be issued in the form of incentive stock options by 10,000,000 Shares. The 2020 Plan was originally adopted by our Board on March 16, 2020 and approved by our shareholders at our 2020 annual general meeting.

Say-on-Pay Results and Shareholder Outreach

At our 2021 Annual General Meeting of Shareholders, our non-binding advisory vote regarding the compensation of our named executive officers (our “say-on-pay”) received the support of 72.5% of the votes cast at the meeting. The Remuneration Committee has considered and will continue to consider the outcome of such say-on-pay votes when evaluating our compensation programs. We make a point of annually engaging with our shareholders to solicit feedback on our executive compensation program, regardless of our say-on-pay result. However, given this past year’s vote result, we felt it was particularly important to solicit feedback on our executive compensation program. Since the 2021 annual meeting, we met with institutional investors representing over 20% of outstanding shares and over 50% of our institutional investors. Representatives from the Company included our CEO, our CFO and our head of investor relations.

From these conversations, we heard many supportive comments about the direction of the Company, the structure of the compensation program as a whole, and for the increased emphasis in recent years on performance-based equity. Feedback from investors suggested that our shareholders appreciated that 2021 was a transitional year with unusual circumstances (e.g., the major transition of our senior management team, including the retirement of our CEO) but that the principles underlying our compensation philosophy and the components of our compensation for our ongoing executive team were aligned with shareholder values

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Read the rest starting on pg 14 for how they're going to compensate EU personnel - in one case if they make 10 cents EPS in the EU (based on 400M shrs out) 50% of those RSUs vest, and the other 50% vest if EU revs are $300M or more - based on US results, the EPS ones may never be met. Oh, and that's non-GAAP income to boot - doesn't included non-cash exec comp.

But wait, there's more! Those RSUs vest if global sales exceed $300M - that means total sales from Canada, China, the EU, and anywhere else they gain approval:

Alternatively, the awards granted in 2021 will become fully vested upon achievement of global net income of $300 million (excluding non-cash stock- based compensation charges) in 2021 or any calendar year thereafter.