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CASMED Reports Inducement Grants To CEO Thomas Patton Under NASDAQ Marketplace Rule 5635

BRANFORD, Conn., Aug. 31, 2010 (GLOBE NEWSWIRE) -- CAS Medical Systems, Inc. (Nasdaq:CASM), announced that on August 27, 2010, the Compensation Committee of its Board of Directors granted an inducement option grant and two inducement restricted stock grants to Mr. Thomas Patton as a component of his employment compensation. This press release is being made pursuant to NASDAQ Listing Rule 5635(c)(4) related to inducement grants.  CASMED previously announced that Thomas Patton has been appointed President and Chief Executive Officer and member of the company's Board of Directors.

Mr. Patton previously served as the CEO of Wright Medical Group, an orthopedic device company, located in Memphis, TN, and as President of Novametrix Medical Systems, a patient monitoring company, located in Wallingford, CT. Most recently, Mr. Patton acted as an advisor to the healthcare-focused private equity group of Ferrer Freeman & Company, LLC, and as CEO of QDx, Inc., a successful start-up that developed a revolutionary platform for hematology diagnostics. 

Mr. Patton, age 46, attended The College of the Holy Cross where he majored in Economics and Accounting. After graduating magna cum laude from Georgetown University Law Center, Mr. Patton worked at the law firm of Williams & Connolly, LLP in Washington, DC. Thereafter, he joined Wright Medical as its General Counsel.

The Compensation Committee of the CASMED Board of Directors approved the issuance to Mr. Patton of:

  • an inducement option to purchase up to 350,000 shares of CASMED common stock.  The exercise price of this option is equal to the closing price of the common stock on August 27, 2010 ($2.10).  The options vest in equal monthly installments over four years from the date of grant.  These options expire after a term of ten years from the date of grant.
  • an inducement restricted stock grant of 250,000 shares vesting over time through October 1, 2014 (vesting 20,833 shares on December 30, 2010; 15,625 shares each quarter beginning April 1, 2011; and a final 10,417 shares on October 1, 2014).
  • an inducement restricted stock grant of 150,000 shares vesting only if CASMED common stock has maintained an average closing price per share of at least $4.15 (subject to adjustment for stock splits, stock dividends and the like) over a period of sixty consecutive trading days.

The aforementioned grants also accelerate upon a change in control of CASMED; provided that in the case of the price-vested restricted stock such acceleration would be subject to meeting the applicable price threshold.

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