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Item 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
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(b)
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Retirement of Deborah Griffin, Chief Accounting Officer
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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.
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(c)
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Appointment of Mr. Andrew Weil as Chief Accounting Officer
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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.