exv10w60






Exhibit 10.60




Compensatory Arrangements for Executive Officers




     The Compensation Committee (the “Committee”) of the Board of Directors of OSI Pharmaceuticals,
Inc. (“OSI” or the “Company”) approved the 2010 salaries and 2009 cash bonuses for OSI’s named
executive officers (the “NEOs”) for fiscal year 2009. The following table sets forth the annual
base salary level of such NEOs for 2010 and the 2009 cash bonuses for each such officer:



	 	 	 	 	 	 	 	 	 
	Name and Position	 	2010 Base Salary	 	 	2009 Bonus	 
	Colin Goddard, Ph.D.
	 	$	700,000	 	 	$	608,000	 
	Chief Executive Officer
	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	Pierre Legault
	 	$	475,000	 	 	$	274,860	(1)
	Executive Vice President, Chief Financial Officer and Treasurer
	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	Gabriel Leung
	 	$	464,000	 	 	$	218,400	(1)
	Executive Vice President and President, Pharmaceutical Business
	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	Robert L. Simon
	 	$	423,000	 	 	$	217,700	(1)
	Executive Vice President, Pharmaceutical and Technical Operations
	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	Linda E. Amper, Ph.D.
	 	$	325,000	 	 	$	135,500	(1)
	Senior Vice President, Human Resources
	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	Anker Lundemose, M.D., Ph.D., D. Sc.
	 	£	241,000	 	 	£	115,280	 
	Executive Vice President, Corporate Development and Strategic Planning
	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 








 




			
	(1)	 	2009 Bonus does not include the named executive officer’s Commitment Bonus as described below.





Cash Bonuses




     The 2009 bonus awards were computed in accordance with the Committee’s policy of awarding
annual bonuses for executive officers as disclosed in the Compensation Discussion and Analysis
section of the 2009 Proxy. The bonus awards were paid out in February 2010 based on individual and
corporate performance measurers considered in December 2009 and February 2010, respectively. OSI
has established a discretionary annual cash bonus program for all of its employees, including its
executive officers. The bonus targets, which are a percentage of base salary, for all of its
executive officers are based upon their respective grade levels. The amount of bonus actually paid
to its employees, including the executive officers (other than OSI’s CEO), is a function of the
corporate and individual performance measures. The CEO’s bonus is based entirely on corporate
performance measures. Consistent with its compensation objectives, a larger portion of the bonuses
for OSI’s executive officers is tied to corporate performance as compared to individual
performance. In addition, the performance of their respective department(s) or function group(s)
is the largest component in measuring the individual performance for executive officers (other than
the CEO).



     The actual amount of the bonuses paid to its executive officers, including the CEO, varies
depending upon the Company’s performance (which is 80% of the total bonus) and, for executive
officers other than the CEO, CFO and Dr. Amper, such executive officers’ individual performance
(which is 20% of the total bonus). The CFO’s bonus is comprised of 85% Company performance and 15%
individual performance and Dr. Amper’s bonus is comprised of 75% Company performance and 25%
individual performance. The corporate component has ranged between 80% and 150% of the corporate
component target and the individual performance component has ranged between approximately 80% and
150% of the individual performance component target depending upon an executive’s individual
performance rating. In 2009, the Committee set the corporate component at 95% for all executive
officers, including the CEO. The individual component of the annual cash bonus is based on the



 









 




executive officer’s individual performance rating, determined in the manner discussed above.
For 2009, the individual performance component of the annual cash bonus was set between
approximately 100% and 200% for executive officers who received one of the top three performance
ratings.




     The bonus targets for the named executive officers are either set in accordance with their
employment agreements or are based upon their respective grade levels. The 2010 bonus targets
(which represent a percentage of base salary) for the named executive officers are as follows:



	 	 	 
	Name	 	Target
	Colin Goddard, Ph.D.
	 	100%
	Pierre Legault
	 	55%
	Gabriel Leung
	 	50%
	Robert L. Simon
	 	50%
	Linda E. Amper, Ph.D.
	 	40%
	Anker Lundemose, M.D., Ph.D., D. Sc.
	 	50%






Equity Awards




     OSI grants equity awards of stock options, restricted stock, restricted stock units and/or
deferred stock units to certain employees under its Amended and Restated Stock Incentive Plan.
Most of its employees, including its executive officers, receive an annual equity grant in
December. The total amount of equity to be granted is initially determined by the CEO in
consultation with the Senior Vice President of Human Resources, and then recommended to the
Committee for approval. Equity awards for 2009 were made as a mix of stock options and restricted
stock units.



Commitment Bonuses and Retention Benefits Related to the Consolidation and Relocation of our U.S.
Facilities




     In July 2009, the Committee approved the award of commitment bonuses to all of the Company’s
eligible U.S. facility-based employees who agreed in writing to relocate to our new facility in
Ardsley, New York. Under the terms of the commitment bonuses, each employee who executed a
commitment letter by October 1, 2009 received a lump sum payment ranging from four to six months of
such employee’s 2009 base salary, which varied by employee grade level and other retention
considerations. The commitment letter requires that the employee repay 100% of the commitment
bonus if his or her employment terminates voluntarily or for cause on or prior to September 30,
2010 and 50% of the commitment bonus if his or her employment terminates voluntarily or for cause
after October 1, 2010 but before September 30, 2011. The commitment bonus is not subject to
repayment after September 30, 2011. Messrs. Legault, Leung, and Simon and Dr. Amper each executed
a commitment letter and received a commitment bonus equal to six months of their respective 2009
base salaries. Dr. Goddard elected to forgo such commitment bonus. Messrs. Leung and Simon and
Dr. Amper also have the right to receive relocation benefits under the Company’s standard
relocation package for employees with respect to the new facility.



Perquisites




     OSI provides very few perquisites to its executive officers. Certain of its named executive
officers receive a reimbursement of relocation expenses and legal fees.



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