Exhibit 10.51


 


SUMMARY OF
EXECUTIVE OFFICER COMPENSATION


 


Executive Officer Compensation—Payout of 2008 Bonuses


 


On
January 21, 2009, the Compensation Committee (the “Committee”) of the
Board of Directors of Sepracor Inc. (the “Company”) approved bonus payments
to the Company’s executive officers with respect to their performance during
2008. The following table sets forth the bonus payments for 2008 paid to each
of the Company’s executive officers.


 


	
  Executive Officer

  	
   

  	
  2008 Target

  Bonus

  	
   

  	
  2008 Bonus

  Payment

  	
   

  
	
  Adrian Adams

  President and Chief Executive Officer

  	
   

  	
  $

  	
  1,050,000

  	
   

  	
  $

  	
  682,500

  	
   

  
	
  Robert F.
  Scumaci

  Executive Vice President and Chief Financial
  Officer

  	
   

  	
  $

  	
  260,000

  	
   

  	
  $

  	
  195,000

  	
   

  
	
  Mark H.N.
  Corrigan, M.D.

  Executive Vice President, Research and
  Development

  	
   

  	
  $

  	
  272,500

  	
   

  	
  $

  	
  218,000

  	
   

  
	
  Andrew I.
  Koven

  Executive Vice President, General Counsel and
  Corporate Secretary

  	
   

  	
  $

  	
  262,500

  	
   

  	
  $

  	
  236,250

  	
   

  
	
  Mark Iwicki

  Executive Vice President and Chief Commercial
  Officer

  	
   

  	
  $

  	
  300,000

  	
   

  	
  $

  	
  300,000

  	
  (1)

  
	
  Richard
  Ranieri

  Executive Vice President, Human Resources and Administration

  	
   

  	
  $

  	
  202,500

  	
   

  	
  $

  	
  202,500

  	
  (2)

  



 






(1)           Mr. Iwicki was contractually guaranteed
a 2008 bonus of $300,000.


 


(2)           Mr. Ranieri was contractually guaranteed
a 2008 bonus of $202,500.


 


Executive Officer Compensation for 2009—Base Salary and
Target Bonus


 


On
January 21, 2009, the Committee approved the annual base salaries to be
paid to the Company’s executive officers during 2009. In addition, the
Committee established target bonuses for each executive officer as a percentage
of each executive officer’s annual base salary. Each executive officer’s bonus
for 2009 shall be determined based on, among other things, the Company’s
overall performance, as well as such officer’s individual performance, during
2009. The following table sets


 

















 


forth
the annual base salary for 2009 and 2009 target bonus for each of the Company’s
executive officers.


 


	
  Executive Officer

  	
   

  	
  Annual Base

  Salary for 2009

  	
   

  	
  2009 Target

  Bonus Percentage

  	
   

  	
  2009

  Target Bonus

  	
   

  
	
  Adrian Adams

  	
   

  	
  $

  	
  1,081,500

  	
   

  	
  100

  	
  %

  	
  $

  	
  1,081,500

  	
   

  
	
  Robert F. Scumaci

  	
   

  	
  $

  	
  536,000

  	
   

  	
  50

  	
  %

  	
  $

  	
  268,000

  	
   

  
	
  Mark H.N. Corrigan, M.D.

  	
   

  	
  $

  	
  561,500

  	
   

  	
  50

  	
  %

  	
  $

  	
  280,750

  	
   

  
	
  Andrew I. Koven

  	
   

  	
  $

  	
  541,000

  	
   

  	
  50

  	
  %

  	
  $

  	
  270,500

  	
   

  
	
  Mark Iwicki

  	
   

  	
  $

  	
  515,000

  	
   

  	
  60

  	
  %

  	
  $

  	
  309,000

  	
   

  
	
  Richard Ranieri

  	
   

  	
  $

  	
  417,500

  	
   

  	
  50

  	
  %

  	
  $

  	
  208,750

  	
   

  



 


Stock Option and Restricted Stock Awards


 


Each
executive officer may also be granted stock options, restricted stock or other
awards pursuant to the Company’s equity incentive plans. The Committee may
approve annual equity awards at its meeting that coincides with the Company’s
annual meeting of stockholders and may approve grants to newly named executive
officers at its first meeting following the executive’s first day of
employment. With the approval of the full Board, additional equity awards may
be granted to executive officers.


 


Other Compensation


 


The
Company has also (1) entered into employment agreements with each of its
executive officers, (2) entered into executive retention agreements with
each of its executive officers, (3) agreed to make gross up payments to
each of its executive officers in the event that any payments received by them
in connection with a change of control constitute parachute payments under Section 280G
of the Internal Revenue Code of 1986, as amended. The Company has previously
filed these employment agreements, executive retention agreements and a summary
of the 280G gross up plan with the Securities and Exchange Commission.