Biogen Idec 8-K 2005
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report:
September 12, 2005
(Date of earliest event reported)
Biogen Idec Inc.
(Exact name of Registrant as specified in its Charter)
14 Cambridge Center
Cambridge, Massachusetts 02141
(Address of principal executive offices, including zip code)
(Registrants telephone number, including area code)
(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:
Table of Contents
Item 1.01 Entry into a Material Definitive Agreement
On September 12, 2005, the Compensation and Management Development Committee of the Companys Board of Directors (the Compensation Committee) approved the grant of an aggregate of approximately 1.17 million performance-based restricted stock units to be settled in shares of the Companys common stock to a group of approximately 200 of the Companys employees at the director-level and above. The grants were made under the Companys 2005 Omnibus Equity Plan. Grants were made to all of the Companys executive officers other than James C. Mullen, the Companys Chief Executive Officer and President, and William H. Rastetter, the Companys Executive Chairman.
The grants to executive officers are as follows: Raymond G. Arner, Acting General Counsel (30,000 units); Burt A. Adelman, Executive Vice President, Development (45,000 units); John M. Dunn, Executive Vice President, New Ventures (29,500 units); Peter N. Kellogg, Executive Vice President, Finance and Chief Financial Officer (50,000 units); Connie L. Matsui, Executive Vice President, Corporate Strategy and Communications (25,000 units); Craig E. Schneier, Executive Vice President, Human Resources (45,000 units); and Mark C. Wiggins, Executive Vice President, Business Development (40,000 units).
These restricted stock units have performance-based vesting that will depend entirely upon the Companys achievement, over the next 12-18 months, of certain performance-based objectives approved by the Compensation Committee, and continued employment.
A form of the grant notice utilized in connection with these grants is attached hereto as Exhibit 10.1.
Item 9.01 Financial Statements and Exhibits
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: September 15, 2005