Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers
(b) Retirement of Deborah Griffin, Chief Accounting Officer
Deborah Griffin, Teva's Chief Accounting Officer, will step down from her role
as Chief Accounting Officer, effective February 15, 2021, and will remain with
the Teva Group until officially retiring at the end of the third quarter of 2021
to ensure an orderly transition.
(c) Appointment of Mr. Andrew Weil as Chief Accounting Officer
Mr. Weil will join Teva on February 15, 2021, as Teva's Group Chief Accounting
Officer. Mr. Weil will be relocating to Israel on July 1, 2021, and will be
based out of Teva's headquarters.
Mr. Weil, 53, served for 14 years as Executive Vice President, Chief Financial
Officer of GTB (formerly known as Team Detroit). Prior to that, Mr. Weil served
in several senior finance related leadership roles at the Ford Motor Company,
including as their Americas Audit Director, and also worked as a Senior
Associate in Coopers & Lybrand, L.L.P., and as a Senior Accountant at Ernst &
Young LLP. Mr. Weil holds an MBA from Columbia Business School and a BS in
Business Administration from the State University of New York at Buffalo, and is
a Certified Public Accountant and a Certified Internal Auditor.
Teva entered into an employment agreement with Mr. Weil on January 21, 2021 in
connection with his commencement of employment. Pursuant to the employment
agreement, Mr. Weil will serve as Chief Accounting Officer of the Teva Group
with an initial base salary of $360,000 (converted to 1.2 million New Israeli
Shekels following his relocation to Israel), eligibility to be considered for an
annual cash incentive with a target amount equal to 50% of Mr. Weil's annual
base salary and for equity-based awards under the Company's equity compensation
plan. Pursuant to the terms of his employment agreement, and subject to the
approval of the HR & Compensation Committee of Teva's Board of Directors,
Mr. Weil will be granted an annual equity award for 2021 with a total fair
market value of $300,000 following his relocation to Israel. In addition,
pursuant to the terms of his employment agreement, Mr. Weil is eligible to
participate in employee benefit plans, including medical and other programs
provided to similarly situated employees, and will be entitled to certain
relocation benefits in conjunction with his relocation to Israel.
Pursuant to the terms of his employment agreement, if Mr. Weil's employment is
unilaterally terminated prior to his relocation to Israel, except for
termination for cause or expiration of his term in the U.S., Mr. Weil will be
eligible for severance benefits pursuant to the Teva Pharmaceuticals USA
Separation Benefits Policy as shall be in effect from time to time. Following
his relocation to Israel, Mr. Weil will be eligible for statutory separation
benefits under Israeli law. Mr. Weil's employment agreement subjects him to a
non-competition covenant while employed and for a period of six months following
termination and certain other restrictive covenants.
Mr. Weil does not have any family relationships with any of the Company's
directors or executive officers and is not party to any transactions required to
be disclosed under Item 404(a) of Regulation S-K.
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