8-K 1 f17482e8vk.htm FORM 8-K e8vk
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UNITED STATES
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
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)
     
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)
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