Pharmaceutical Product Development 8-K 2007
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) May 5, 2007
PHARMACEUTICAL PRODUCT DEVELOPMENT, INC.
(Exact name of registrant as specified in its charter)
Registrants telephone number, including area code (910) 251-0081
3151 South 17th Street Wilmington, NC 28412
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:
(c) On May 17, 2007, the Company announced that it had named William J. Sharbaugh as PPDs Chief Operating Officer, effective May 31, 2007. Mr. Sharbaughs employment will be governed by a one-year renewable Employment Agreement and other related agreements between him and the Company. His employment agreement contains non-compete and non-solicitation covenants that extend beyond his employment. Mr. Sharbaughs annual base salary will initially be $360,000. He will be issued 10,000 shares of restricted PPD common stock and granted options to purchase 75,000 shares of PPD common stock at fair market value. Consistent with PPDs standard practice, the restricted stock and option awards will vest ratably over three years. Mr. Sharbaugh will also be entitled to use Company aircraft for up to 10,000 miles per year subject to the Companys aircraft policy. PPD will reimburse him for relocation costs, and pay him a $75,000 sign-on bonus, but if he quits or is terminated for cause within six months of hire he must repay us 100% of these amounts, or 75% if between six and 12 months, 50% if between 12 and 18 months, and 25% if between 18 and 24 months. We also entered into a severance agreement with Mr. Sharbaugh in our standard form. This agreement provides him two years salary, bonus and benefits if he is terminated without cause within one year after a change of control of PPD.
Mr. Sharbaugh has served as Vice President, Global Development Operations of Bristol-Meyers Squibb since May 2005. Prior to that, Mr. Sharbaugh served as Executive Director, Clinical Supply Operations for Bristol-Meyers Squibb. Mr. Sharbaugh is 44 years old and has no familial relationships with any executive officer or director of the Company. Other than his employment by us, there have been no transactions in which the Company has participated and in which he had a direct or indirect material interest involving in excess of $120,000 since January 1, 2006, the beginning of our last completed fiscal year.
The Company and Mr. Sharbaugh entered into the agreement on May 5, 2007. Pursuant to the instruction to Item 5.02(c) of Form 8-K, this Form 8-K is being filed on May 17, 2007, the day that the Company publicly announced Mr. Sharbaughs employment.
The Company is furnishing as an exhibit to this Form 8-K a press release, dated May 17, 2007, announcing Mr. Sharbaughs employment with the Company.
Exhibit 99.1 shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
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 thereunto duly authorized.