Endologix Inc /DE/ - Current report filing (8-K)
February 14 2008 - 3:07PM
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): February 12, 2008
ENDOLOGIX, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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000-28440
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68-0328265
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(State or other
jurisdiction of
incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification No.)
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11 Studebaker, Irvine, CA
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92618
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code: (
949) 595-7200
N/A
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
TABLE OF CONTENTS
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Item 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers.
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(e) On February 12, 2008, the Board of Directors (the Board) of Endologix, Inc. (the Company),
upon the recommendation of the Compensation Committee of the Board (the Committee), 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 2008 Company performance. The terms of
the Bonus Plan are not contained in a formal written document. 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 executive officers annual base salary by a percentage value
assigned to such participant (the Target Bonus). The Target Bonus of Paul McCormick, the
Companys President and Chief Executive Officer, is 35% of his annual base salary. The Target
Bonuses of Robert Krist, the Companys Chief Financial Officer, Stefan Schreck, the Companys Vice
President, Research and Development, and Janet Fauls, the Companys Vice President, Clinical and
Regulatory Affairs and Quality Assurance, 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
recommend that the Board 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 recommend that
the Board award a bonus in an amount less than or greater than the amount earned by such
participant under the Bonus Plan. Each executive officer of the Company will also be eligible to
receive an additional cash bonus equal to 20% of such executive officers target bonus if the
Company achieves certain financial performance objectives.
The Board, upon the recommendation of the Committee, will approve the amount of the total
funding of the Bonus Plan based on 2008 Company performance which will take into account the
Companys accomplishment of the following goals: (i) revenue achievement and (ii) cash management.
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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February 14, 2008
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/s/ Robert J. Krist
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Robert J. Krist
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Chief Financial Officer
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