-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, ScI+O8lIkO8M5Cv4UpyKk6y9u7stcGFf9gBt0b1ibbKPbd5qP4jIpa4GC6Uv5BUg A1C9YRyNQM0NoVvxRcLk+Q== 0000950123-10-014583.txt : 20100219 0000950123-10-014583.hdr.sgml : 20100219 20100219164722 ACCESSION NUMBER: 0000950123-10-014583 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090218 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100219 DATE AS OF CHANGE: 20100219 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ONYX PHARMACEUTICALS INC CENTRAL INDEX KEY: 0001012140 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 943154463 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-28298 FILM NUMBER: 10620076 BUSINESS ADDRESS: STREET 1: 2100 POWELL STREET CITY: EMERYVILLE STATE: CA ZIP: 94608 BUSINESS PHONE: 5105976500 MAIL ADDRESS: STREET 1: 2100 POWELL STREET CITY: EMERYVILLE STATE: CA ZIP: 94608 8-K 1 f55034e8vk.htm FORM 8-K e8vk
 
 
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 18, 2010
ONYX PHARMACEUTICALS, INC.
(Exact name of registrant as specified in its charter)
         
Delaware   0-28298   94-3154463
(State or Other Jurisdiction   (Commission File Number)   (I.R.S. Employer
of Incorporation)       Identification No.)
2100 Powell Street
Emeryville, California 94608

(Address of principal executive offices and zip code)
Registrant’s telephone number, including area code: (510) 597-6500

N/A

(Former Name or Former Address, if Changed Since Last Report)
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 (see General Instruction A.2. below):
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

ITEM 5.02   DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
2010 Annual Salaries, 2009 Fiscal Year Cash Bonuses and Equity Compensation Awards
On February 18, 2010, the Compensation Committee (the “Committee”), of the Board of Directors of Onyx Pharmaceuticals, Inc. (“Onyx”) approved the 2010 annual salaries (effective retroactively to January 1, 2010) and bonus potential, 2009 fiscal year cash bonuses and 2010 equity compensation awards for certain of Onyx’s named executive officers (as defined in Item 402(a)(3) of Regulation S-K promulgated by the Securities and Exchange Commission). The Committee of the Board of Directors annually evaluates the performance, and determines the compensation of Onyx’s executive officers based on the Committee’s assessment of the individual’s performance, corporate performance and relative compensation for competitive positions in similar publicly-traded biopharmaceutical companies. Also on February 18, 2010, upon recommendation by the Committee, the Board of Directors approved the 2010 annual salary and bonus potential, 2009 fiscal year cash bonus and 2010 equity compensation awards for N. Anthony Coles, M.D., Onyx’s President and Chief Executive Officer. The named executive officers’ salaries may be changed, and new equity awards may be awarded, at any time at the discretion of the Committee or the Board of Directors. The 2010 annual salaries and bonus potential, 2009 fiscal year cash bonuses and equity compensation awards for the named executive officers are set forth in Exhibit 10.19 hereto and are incorporated herein by reference.
ITEM 9.01   FINANCIAL STATEMENTS AND EXHIBITS.
     (d) Exhibits.
     
Number   Description
 
   
10.19
  Base Salaries and Bonus Potential for Fiscal Year 2010, Cash Bonuses for Fiscal Year 2009 and 2010 Equity Compensation Awards for Named Executive Officers.

 


 

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.
         
Dated: February 19, 2010  ONYX PHARMACEUTICALS, INC.
 
 
  By:   /s/ Matthew K. Fust    
    Matthew K. Fust   
    Executive Vice President and Chief Financial Officer   
 

 


 

EXHIBIT INDEX
     
Number   Description
 
   
10.19
  Base Salaries and Bonus Potential for Fiscal Year 2010, Cash Bonuses for Fiscal Year 2009 and 2010 Equity Compensation Awards for Named Executive Officers.

 

EX-10.19 2 f55034exv10w19.htm EX-10.19 exv10w19
EXHIBIT 10.19
Base Salaries and Bonus Potential for Fiscal Year 2010, Cash Bonuses for Fiscal Year 2009 and 2010 Equity Compensation Awards for Named Executive Officers
                                 
                    Stock   Restricted
                    Option(1)   Stock
    2010   2009   Grant   Award(2)
Name and Title   Salary   Bonus   (shares)   (shares)
N. Anthony Coles, M.D. (3)
President and Chief Executive Officer
  $ 676,000     $ 780,000       147,000       21,000  
 
Matthew K. Fust (3)
Executive Vice President and Chief Financial Officer
  $ 434,700     $ 219,000       45,500       6,500  
   
Judy Batlin (3)
Vice President of Organizational Learning, Development, and Human Resources
  $ 329,100     $ 129,000       31,500       4,500  
   
Laura Brege (3)
Executive Vice President and Chief Operating Officer
  $ 475,200     $ 244,000       56,000       8,000  
   
Juergen Lasowski (3)
Senior Vice President, Corporate Development
  $ 391,000     $ 180,000       42,000       6,000  
 
(1)   One-eighth of the shares subject to the stock options will vest on the six month anniversary of the date of grant and the remaining shares will vest in equal monthly installments over the following 42 months.
 
(2)   One-third of the shares subject to the restricted stock award will vest on the one year anniversary of the date of grant and the remaining shares will vest in two equal installments on the second and third anniversaries of the date of grant.
 
(3)   The 2010 bonus potential percentage remained at 100% for N. Anthony Coles. For each of the other named executive officers, the 2010 bonus potential was increased by 5% to 50%, 40%, 50% and 45%, respectively, of their 2010 annual salaries.

 

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