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 31, 2007
VAXGEN, INC.
(Exact name of Registrant as Specified in its Charter)
| DELAWARE | 0-26483 | 94-3236309 |
| (State or other jurisdiction of | (Commission File Number) | (I.R.S. Employer incorporation or |
| organization) | | Identification Number) |
| | | |
1000 MARINA BOULEVARD, SUITE 200, BRISBANE, CALIFORNIA 94005
(Address of Principal Administrative Offices)
Registrant’s Telephone Number, Including Area Code: (650) 624-1000
(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))
SECTION 5—CORPORATE GOVERNANCE AND MANAGEMENT
Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On January 31, 2007, the Board of Directors of VaxGen, Inc. approved, upon the recommendation of its Compensation Committee, increased annual base salaries of VaxGen’s named executive officers, as defined in Item 402(a)(3) of Regulation S-K, as follows:
James P. Panek,
President and Chief Executive Officer | $390,000 |
Matthew J. Pfeffer,
Senior Vice President, Finance and Administration and Chief Financial Officer | $300,000 |
Marc J. Gurwith,
Senior Vice President, Medical Affairs and Chief Medical Officer | $290,000 |
Piers C. Whitehead,
Vice President, Corporate and Business Development | $280,000 |
R. Lance Ignon, Vice President, Corporate Affairs | $255,000 |
| The new salaries are retroactively effective to January 1, 2007. |
In addition, the Board of Directors also approved a new employment agreement for James P. Panek on terms substantially similar to his previously existing employment agreement, with the exception of an increased base salary as described above.
SIGNATURE
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.
Dated: February 6, 2007 | By:/s/ Matthew J. Pfeffer |
Senior Vice President, Finance and
Administration and Chief Financial Officer
