UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(Amendment No. 1)
CURRENT REPORT
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Explanatory Note
SECTION 5 – CORPORATE GOVERNANCE AND MANAGEMENT
Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On February 17, 2022, the Compensation Committee of the Board of Directors of the Company (the “Compensation Committee”) approved an increase in Mr. Gerard’s base salary to $900,000, effective February 26, 2022, and an increase in his target short-term incentive (cash bonus) to 125% of base salary for 2022. Also on February 17, 2022, Mr. Gerard received an annual equity award grant, comprised of a mix of time-based stock options (25%), time-based restricted stock units (25%) and performance-based restricted stock units (50%) valued at $3.5 million. The stock options and time-based restricted stock units vest ratably over four years, and the performance-based restricted stock units vest based on certification of achievement of an identified performance measure for 2022, with additional time-based vesting in equal 25% installments over four years, in each case assuming Mr. Gerard remains continuously employed by the Company on each such vesting date.
In addition, Mr. Gerard will participate in the Amedisys Holding, L.L.C. Amended and Restated Severance Plan for Chief Executive Officer (the “CEO Severance Plan”), beginning April 15, 2022. A summary of the terms of the CEO Severance Plan was included in the Original Form 8-K (which description is incorporated herein by reference), and a copy of the CEO Severance Plan was attached as Exhibit 10.1 to the Original Form 8-K and is incorporated herein by reference.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
AMEDISYS, INC. | ||
By: | /s/ Paul B. Kusserow | |
Paul B. Kusserow | ||
Chief Executive Officer and Chairman of the Board | ||
DATE: February 23, 2022 |