Emergent Biosolutions 8-K 2009
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 (Date of earliest event reported): December 10, 2009
Emergent BioSolutions Inc.
(Exact Name of Registrant as Specified in Charter)
Registrants telephone number, including area code: (301) 795-1800
(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):
On December 4, 2009, Emergent BioSolutions Inc. (the Company) executed an employment agreement with Dr. Stephen Lockhart, the Companys Senior Vice President, Product Development, that was negotiated when Dr. Lockhart joined the Company in September 2007. The agreement currently provides for an annual base salary of £170,765. Dr. Lockhart is eligible to receive a discretionary annual cash bonus in an amount reviewed and approved by the Companys compensation committee based on a target percentage of his annual base salary. The target percentage for Dr. Lockhart is currently 40%. Provided that Dr. Lockhart makes a monthly contribution equal to 2.5% of his salary to a qualified personal pension plan, the Company will contribute an amount equal to 10% of his salary to such plan, subject to limits that may be imposed by U.K. HM Revenue & Customs. Pursuant to the agreement, Dr. Lockhart is entitled to receive employee benefits made available to other employees and officers. Either party may terminate the agreement on six months written notice.
If the Company terminates Dr. Lockharts employment without cause, then Dr. Lockhart currently will be entitled to:
If the Company terminates Dr. Lockharts employment without cause or Dr. Lockhart resigns for good reason, in each case within 18 months following a change of control, or the Company terminates Dr. Lockharts employment prior to a change of control, which subsequently occurs, at the request of a party involved in the change of control, or otherwise in connection with or in anticipation of a change of control, then Dr. Lockhart currently will be entitled to:
If the Company terminates Dr. Lockharts employment with cause, then Dr. Lockhart will not be entitled to receive any compensation, benefits or rights, and any stock options or other equity participation benefits vested on or prior to the date of the termination, but not yet exercised, will immediately terminate.
See Exhibit Index attached hereto.
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.
* Management contract or compensatory plan or arrangement.