Delaware
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001-34630
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04-2739697
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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20 Crosby Drive, Bedford, MA
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01730
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(Address of principal executive offices)
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(Zip Code)
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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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for 12 months (or, for Mr. Pietri, 18 months) following the date of termination, an amount equal to the executive’s base salary then in effect, payable on our normal payroll cycle over such period;
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an amount equal to the executive’s total target bonus for the fiscal year, pro-rated for the portion of the fiscal year elapsed prior to termination, payable in equal installments with the base salary payments payable to the executive;
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an amount equal to 12 times (or, for Mr. Pietri, 18 times) the excess of (a) the monthly premium payable by former employees for continued coverage under COBRA for the same level of coverage, including dependents, provided to the executive under our group health benefit plans in which the executive participates immediately prior to termination over (b) the monthly premium paid by active employees for the same coverage immediately prior to termination, payable in one lump sum;
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an amount equal to the cost to the executive of providing life, disability and accident insurance benefits, payable in one lump sum, for a period of 12 months (or, for Mr. Pietri, a period of 18 months);
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to the extent not already paid, any other amounts due to the executive under any other plan, program, policy or agreement, including any accrued vacation pay; and
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outplacement services through one or more firms of the executive’s choosing, payable by us up to an aggregate amount of $45,000, which services will extend until the earlier of (a) 12 months (or, for Mr. Pietri, 18 months) following the date of termination, and (b) the date the executive secures full-time employment.
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the executive’s base salary and any accrued vacation pay through the date of termination, in each case to the extent not already paid, payable in one lump sum;
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an amount equal to the sum of the executive’s base salary then in effect (or, for Mr. Pietri, 1.5 times his annual base salary then in effect) and the higher of the executive’s target bonus for (a) the then-prior fiscal year and (b) then-current fiscal year, payable in one lump sum;
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an amount equal to 12 times (or, for Mr. Pietri, 18 times) the excess of (a) the monthly premium payable by former employees for continued coverage under COBRA for the same level of coverage, including dependents, provided to the executive under the our group health benefit plans in which the executive participates immediately prior to termination over (b) the monthly premium paid by active employees for the same coverage immediately prior to termination, payable in one lump sum;
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an amount equal to the cost to the executive of providing life, disability and accident insurance benefits, payable in one lump sum for a period of 12 months (or, for Mr. Pietri, a period of 18 months);
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to the extent not already paid, any other amounts due to the executive under any other plan, program, policy or agreement, payable in one lump sum;
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full vesting of (a) all common stock options then held by the executive, which options may be exercised by the executive for a period of twelve months following the date of termination (subject to the original expiration date of such options), and (b) all restricted stock and restricted stock units then held by the executive,
provided
that vesting for awards that are subject to performance conditions will be based on assumed performance at the greater of (i) the executive’s target level and (ii) the level of performance achieved by the executive immediately prior to termination, as determined by our board of directors; and
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outplacement services through one or more firms of the executive’s choosing, payable by us up to an aggregate amount of $45,000, which services will extend until the earlier of (a) 12 months (or, for Mr. Pietri, 18 months) following the date of termination, and (b) the date the executive secures full-time employment.
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Exhibit No.
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Description
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10.1^
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10.2^
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ASPEN TECHNOLOGY, INC.
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Date: February 1, 2019
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By:
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/s/ Frederic G. Hammond
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Frederic G. Hammond
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Senior Vice President, General Counsel and Secretary
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