- Current report filing (8-K)
March 06 2009 - 4:16PM
Edgar (US Regulatory)
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):
March 4, 2009
AMYLIN PHARMACEUTICALS, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or Other
Jurisdiction of Incorporation)
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0-19700
(Commission File
Number)
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33-0266089
(I.R.S. Employer
Identification No.)
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9360 Towne Centre Drive
San Diego, California 92121
(Address of principal executive offices and zip code)
Registrants telephone number, including area
code:
(858)
552-2200
Check the appropriate box below if the Form 8-K is
intended to simultaneously satisfy the filing obligation of the registrant under
any of the following provisions (
see
General
Instruction A.2. below):
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Written communications pursuant to Rule 425
under the Securities Act (17 CFR 230.425)
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o
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Soliciting material pursuant to
Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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o
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Pre-commencement communications pursuant to
Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CRF 240.13e-4(c))
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Item
5.02. Departure of Directors or Certain
Officers; Election of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
On
March 4, 2009, Amylins Board of Directors accepted managements
recommendation not to increase management salaries above 2008 levels and
approved 2009 base salaries for Amylins named executive officers (as defined
by SEC regulations) as follows: Daniel
M. Bradbury: $675,000; Mark G. Foletta:
$419,750; Orville G. Kolterman, M.D.: $440,000; Marcea Bland Lloyd: $400,125;
and Roger Marchetti: $360,400.
As previously reported, in December 2008 Amylins president and
chief executive officer and other members of Amylins executive team, including
each of Amylins named executive officers, notified the Compensation and Human
Resources Committee of Amylins Board of Directors that they voluntarily
elected to waive receipt of any bonuses that might otherwise be granted for
calendar year 2008 under Amylins executive cash bonus plan.
On March 4, 2009, Amylins Board of Directors granted options to
the named executive officers pursuant to Amylins 2001 Equity Incentive Plan,
or 2001 EIP, to purchase the following number of shares of Amylin common
stock: Daniel M. Bradbury: 200,000
shares; Mark G. Foletta: 60,000 shares; Orville G. Kolterman, M.D.: 45,000
shares; Marcea Bland Lloyd: 55,000 shares; and Roger Marchetti: 55,000 shares. The options are exercisable at a price equal
to $9.02 per share, which is equal to the closing price of Amylins common
stock on the date of grant. The options
have a term of 7 years and fully vest over four years with one-fourth of the
option grant vesting on the first year anniversary of the grant date and in
equal monthly installments for three years thereafter.
In addition, on March 4, 2009, Amylins Board of Directors granted
performance options to the named executive officers pursuant to the 2001 EIP to
purchase the following number of shares of Amylin common stock: Daniel M. Bradbury: 200,000 shares; Mark G.
Foletta: 30,000 shares; Orville G. Kolterman, M.D.: 50,000 shares; Marcea Bland
Lloyd: 30,000 shares; and Roger Marchetti:
30,000 shares. The options are
exercisable at $9.02 per share, which is equal to the closing price of Amylins
common stock on the date of grant. The
options have a term of 7 years and fully vest only if Amylins drug candidate
exenatide once weekly is approved for commercial use by year-end 2010. If this business objective is not attained by
December 31, 2010, the options will be forfeited.
2
SIGNATURES
Pursuant to the
requirements of the Securities Exchange Act of 1934, as amended, the registrant
has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
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AMYLIN
PHARMACEUTICALS, INC.
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Dated: March 6,
2009
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By:
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/s/
Lloyd A. Rowland
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Lloyd A. Rowland
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Vice
President, Governance and Compliance, and Secretary
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3
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