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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)
January 17, 2007
ENDOLOGIX, INC.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction
of incorporation)
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000-28440
(Commission File Number)
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68-0328265
(I.R.S. Employer
Identification No.) |
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11 Studebaker, Irvine, CA
(Address of principal executive offices)
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92618
(Zip Code) |
Registrants telephone number, including area code: (949) 595-7200
Not applicable
(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:
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))
TABLE OF CONTENTS
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers.
(e)
(i) On January 17, 2007, the Compensation Committee (the Committee) of the Board of
Directors of Endologix, Inc. (the Company) adopted a cash bonus plan (Bonus Plan) pursuant to
which participating executive officers of the Company will be eligible to earn cash bonus
compensation based on 2007 Company performance. The terms of the Bonus Plan are not contained in a
formal written document. A summary of the material terms of the Bonus Plan are as follows:
Under the Bonus Plan, the Companys executive officers shall be entitled to earn cash bonus
compensation based upon the achievement of certain specified performance goals and objectives
relating to the Company. Each executive officer of the Company will be eligible to receive a
target bonus calculated by multiplying such officers base salary by a percentage value assigned to
such participant (the Target Bonus). The Target Bonus of Paul McCormick is 35% of his
base salary. The Target Bonuses of Mr. Krist, Mr. Schreck and Ms. Uyesugi are 30% of their
respective annual base salaries. Following the end of the fiscal year, the Committee will
determine the extent to which the performance goals and objectives were attained. Based upon this
assessment, the Committee will award each eligible participant in the Bonus Plan a bonus award in
an amount equal to a percentage of such participants Target Bonus. The Committee may award a
bonus in an amount less than or greater the amount earned by such participant under the Bonus Plan.
The Committee will approve the amount of the total funding of the Bonus Plan based on 2007
Company performance which will take into account the Companys accomplishment of the following
goals: (i) sales performance, (ii) cash management, (iii) achievement of certain regulatory
approvals and (iv) achieving certain operational thresholds.
(ii) On January 31, 2007, the Company paid cash bonuses to each of its executive officers for
the fiscal year ended December 31, 2006, which bonuses were approved by the Committee. The bonus
awards are as follows:
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Paul McCormick
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President and Chief Executive Officer
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76,781.25 |
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Robert J. Krist
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Chief Financial Officer
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53,871.75 |
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Stefan Schreck
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Vice President, Research and Development
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41,525.70 |
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Karen Uyesugi
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Vice President, Clinical and Regulatory Affairs
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$ |
46,618.20 |
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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.
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ENDOLOGIX, INC.
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Date: February 15, 2007 |
/s/ Robert J. Krist
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Robert J. Krist |
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Chief Financial Officer |
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