ACHN 2018 Proxy Statement

and after the effective date of an amendment to the Nasdaq corporate governance rules to no longer require stockholder approval of material amendments to equity compensation plans, no amendment to the Amended and Restated 2015 Plan (A) materially increasing the number of shares authorized under the Amended and Restated 2015 Plan (other than in connection with stock splits, stock dividends or other specified events), (B) expanding the types of Awards that may be granted under the Amended and Restated 2015 Plan, or (C) materially expanding the class of participants eligible to participate in the Amended and Restated 2015 Plan, shall become effective until stockholder approval is obtained. Effective Date and Term of the Amended and Restated 2015 Plan The Amended and Restated 2015 Plan will become effective on the date the plan is approved by our stockholders. No Awards will be granted under the Amended and Restated 2015 Plan after the completion of 10 years from the effective date, but Awards previously granted may extend beyond that date. Plan Benefits Because the grant of awards under the Amended and Restated 2015 Plan is within the discretion of our Board of Directors, we cannot determine the dollar value or number of shares of common stock that will in the future be received by or allocated to any participant in the Amended and Restated 2015 Plan. Accordingly, in lieu of providing information regarding benefits that will be received under the Amended and Restated 2015 Plan, the following table provides information concerning the benefits that were received by the following persons and groups during fiscal year 2017: each named executive officer; all current executive officers, as a group; all current directors who are not executive officers, as a group; and all current employees who are not executive officers, as a group. Name and Position Weighted-Average Exercise Price ($) Option Awards (#) Milind Deshpande, Ph.D. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $4.11 458,000 Director and Chief Executive Officer Mary Kay Fenton, . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $4.11 165,000 Executive Vice President, Chief Financial Officer and Treasurer Martha Manning . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $4.11 135,000 Executive Vice President, General Counsel and Corporate Secretary Joseph Truitt, . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $4.11 185,000 President and Chief Operating Officer David Apelian, M.D., Ph.D. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $4.11 185,000 Former Executive Vice President and Chief Medical Officer Joel Barrish, Ph.D. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $4.11 185,000 Former Executive Vice President and Chief Scientific Officer All current executive officers, as a group(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $4.11 943,000 All current directors who are not executive officers, as a group . . . . . . . . . . . . . . . . $4.09 240,000 All current employees who are not executive officers, as a group . . . . . . . . . . . . . . $4.06 1,091,705 (1) Excludes Drs. Barrish and Apelian who ceased to be executive officers and employees of the Company as of July 14, 2017 and December 28, 2017, respectively. 23