AKAO 2018 Proxy Statement

41 (12) The restricted stock units vest as to 40% of the restricted stock units on the 30th consecutive date that the closing trading price of the Company’s common stock is at least $30.00 per share, as to 40% of the restricted stock units on the 30th consecutive date that the closing trading price of the Company’s common stock is at least $40.00 per share, and as to 20% of the restricted stock units on the 30th consecutive date that the closing trading price of the Company’s common stock is at least $55.00 per share (in each case, as appropriately adjusted for stock splits, stock dividends, recapitalizations and the like), subject to the NEO continuing to provide services to the Company through such vesting date. Option Exercises and Stock Vested in 2017 The following table sets forth options exercised in 2017 and stock awards that vested in 2017 for each of our NEOs. Option Awards Stock Awards Name Number of Shares Acquired on Exercise (#) Value Realized on Exercise (1) ($) Number of Shares Acquired on Vesting (#) Value Realized on Vesting (2) ($) Kenneth J. Hillan, M.B., Ch.B. — — 15,475 366,822 Blake Wise — — 12,675 206,211 Tobin C. Schilke — — 7,575 155,367 Lee Swem, Ph.D. — — 5,495 97,387 Gary Loeb — — 4,200 68,424 Ian Friedland, M.D. 45,926 736,546 13,850 263,136 (1) Amounts are calculated by multiplying the number of underlying shares exercised by the market price of the shares on the exercise date, net of the exercise price (2) Amounts are calculated by multiplying the number of shares underlying RSUs by our closing stock price on the date of vesting. Pension Benefits and Nonqualified Deferred Compensation Plans We do not have any plans with any of our NEOs that provide for payments or other benefits at, following, or in connection with retirement. We also do not have any defined contribution or other plan with any of our NEOs that provides for the deferral of compensation on a basis that is not tax-qualified. Estimated Payments Upon Termination or Change in Control Change in Control Severance Agreements Pursuant to the change in control severance agreements in place as of January 1, 2017 with each of our NEOs, in the event the NEO’s employment is terminated other than for “cause” (as defined in the change in control severance agreements) or he experiences a “constructive termination” (as defined in the change in control severance agreements), in each case, other than during the period commencing three months prior to and ending 12 months following a change in control, and he executes and does not revoke a general release of claims in favor of the Company, then (i) the NEO will receive a severance payment equal to nine months (or 12 months for Dr. Hillan) of his base salary, payable in a lump sum; (ii) nine months (or 12 months for Dr. Hillan) of COBRA reimbursement; and (iii) nine months’ (or 12 months’ for Dr. Hillan) accelerated vesting of the NEO’s outstanding equity awards. In addition, in the event the NEO’s employment is terminated other than for “cause” or he experiences a “constructive termination” (each, as defined in the change in control severance agreements), in each case, during the period commencing three months prior to and ending 12 months following a change in control of the Company, and he executes and does not revoke a general release of claims in favor of the Company, then (i) the NEO will receive a severance payment equal to 12 months (or 18 months for Dr. Hillan) of his base salary, payable in a lump sum; (ii) 100% of his target annual bonus, payable in a single lump sum; (iii) 12 months (or 18 months for Dr. Hillan) of COBRA reimbursement; and (iii) full vesting acceleration of the NEO’s outstanding equity awards. The change in control severance agreements also include a Section 280G “best pay” provision, which provides that if any amount received by the executive pursuant to the agreement or otherwise that would be subject to the excise tax imposed by Section 4999 of the Code, the executive would receive the full amount of the payments and benefits or an amount