Attached files
| file | filename |
|---|---|
| EXCEL - IDEA: XBRL DOCUMENT - MEDICINES CO /DE | Financial_Report.xls |
| EX-32.2 - EXHIBIT 32.2 - MEDICINES CO /DE | mdcoex32206302014.htm |
| EX-31.1 - EXHIBIT 31.1 - MEDICINES CO /DE | mdcoex31106302014.htm |
| EX-32.1 - EXHIBIT 32.1 - MEDICINES CO /DE | mdcoex32106302014.htm |
| EX-31.2 - EXHIBIT 31.2 - MEDICINES CO /DE | mdcoex31206302014.htm |
| 10-Q - 10-Q - MEDICINES CO /DE | mdco0630201410-q.htm |
Exhibit 10.1
AMENDMENT NO. 1
TO
THE MEDICINES COMPANY
2013 STOCK INCENTIVE PLAN
Pursuant to Section 11(d) of The Medicines Company 2013 Stock Incentive Plan (the “Plan”), the Plan be, and hereby is, amended as set forth below.
1. | Section 4(a)(1) of the Plan is hereby deleted in its entirety and replaced with the following: |
“(1) Authorized Number of Shares. Subject to adjustment under Section 9, Awards may be made under the Plan for up to such number of shares of common stock, $0.01 par value per share, of the Company (the “Common Stock”) (up to 15,542,134 shares) as is equal to the sum of (x) 5,500,000, (y) the remaining number of shares of Common Stock available for issuance under the Company's Amended and Restated 2004 Stock Incentive Plan (the "2004 Plan") as of the Effective Date (as defined in Section 11 (c)) and (z) the number of shares of Common Stock subject to awards granted under the 2004 Plan which awards expire, terminate or are otherwise surrendered, canceled, forfeited or repurchased by the Company at their original issue price pursuant to a contractual repurchase right (subject, in the case of Incentive Stock Options (as defined in Section 5(b)) to any limitations under the Code). Any or all of which Awards may be in the form of Incentive Stock Options (as defined in Section 5(b)). Shares issued under the Plan may consist in whole or in part of authorized but unissued shares or treasury shares.”
2. | Section 4(a)(2) of the Plan is hereby deleted in its entirety and replaced with the following: |
“(2) Fungible Share Pool. Subject to adjustment under Section 9, any Award that is not a Full-Value Award shall be counted against the share limits specified in Section 4(a)(1) as one share for each share of Common Stock subject to such Award and any Award that is a Full-Value Award shall be counted against the share limits specified in Sections 4(a)(1) as 1.98 shares for each one share of Common Stock subject to such Full-Value Award. “Full-Value Award” means any Restricted Stock Award or Other Stock-Based Award with a per share price or per unit purchase price lower than 100% of Fair Market Value (as defined below) on the date of grant. To the extent a share that was subject to an Award that counted as one share is returned to the Plan pursuant to Section 4(a)(3), each applicable share reserve will be credited with one share. To the extent that a share that was subject to an Award that counts as 1.98 shares is returned to the Plan pursuant to Section 4(a)(3), each applicable share reserve will be credited with 1.98 shares.”
3. | Except as set forth above, all other terms and provisions of the Plan shall remain in full force and effect. |
Adopted by the Board of Directors on March 28, 2014 and The Medicines Company's shareholders on May 30, 2014.