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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 9, 2006
MOLECULAR DEVICES CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
(State or other jurisdiction of incorporation)
0-27316 (Commission File Number) | 94-2914362 (IRS Employer Identification No.) |
1311 Orleans Drive
Sunnyvale, CA 94089
(Address of principal executive offices, including Zip Code)
Sunnyvale, CA 94089
(Address of principal executive offices, including Zip Code)
Registrant’s telephone number, including area code:(408) 747-1700
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 1.01. Entry into a Material Definitive Agreement. | ||||||||
SIGNATURES |
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Section 1—Registrant’s Business and Operations
Item 1.01. Entry into a Material Definitive Agreement.
On February 9, 2006, the Board of Directors of the Company (the “Board”), based on recommendations of the Compensation Committee (the “Committee”), awarded cash bonuses to each of the following executive officers in the amounts as set forth below. The Board also approved 2006 annual salaries, effective March 1, 2006, for each of the following executive officers in the amounts as set forth below.
Officer | Title | Bonus Awarded | 2006 Annual Salary | |||
Steven Davenport | Vice President, European Operations | GBP 62,129 | GBP 101,010 | |||
Timothy A. Harkness | Senior Vice President, Chief Financial Officer | USD 269,823 | USD 333,506 | |||
Jan Hughes | Vice President, Worldwide Marketing | USD 137,667 | USD 210,000 | |||
Gillian M.K. Humphries, Ph.D. | Vice President, Strategic Affairs | USD 30,000 | USD 100,000 | |||
Joseph D. Keegan, Ph.D. | President, Chief Executive Officer | USD 600,000 | USD 445,000 | |||
Robert J. Murray | Vice President, Operations | USD 150,777 | USD 227,089 | |||
Thomas J. O’Lenic | Vice President, North American Sales and Service | USD 156,550 | USD 222,685 | |||
Patricia C. Sharp | Vice President, Human Resources | USD 140,007 | USD 224,926 | |||
J. Richard Sportsman, Ph.D. | Vice President, Assay and Reagent Research and Development | USD 102,466 | USD 192,674 |
In addition, based on recommendations of the Committee, the Board approved the framework under which discretionary cash bonuses to the Company’s senior management team, including executive officers, will be determined in 2006.
Bonuses will be determined based on the achievement of various weighted performance objectives as follows: (1) a revenue growth target, which is weighted at 25%, (2) an operating margin target, which is weighted at 25%, (3) the performance objectives specified in the Company’s 2006 Balanced Scorecard, which is applied generally to employees of the Company in determining their bonuses, relating to product development and quality, customer satisfaction, financial performance metrics and employee training and development, which collectively are weighted at 30%, and (4) personal performance objectives for each officer individually, which are weighted at 20%. Each officer is assigned a target bonus from 40% to 100% of his or her base salary which will be earned by the officer upon achievement of targets at the 100% level. Performance below 100% of target could result in a reduced bonus or no bonus. Performance above target, on the other hand, could result in bonuses above the target bonus level.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
MOLECULAR DEVICES CORPORATION | ||||
Dated: February 15, 2006 | By: | /s/ Timothy A. Harkness | ||
Timothy A. Harkness | ||||
Senior Vice President and Chief Financial Officer | ||||