UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): May 6, 2008
| GENEREX BIOTECHNOLOGY CORPORATION |
| (Exact Name of Registrant as Specified in Its Charter) |
Delaware | 000-25169 | 98-0178636 |
| (State or Other | (Commission | (IRS Employer |
| Jurisdiction of | File Number) | Identification |
| Incorporation) | | Number) |
| | | |
| | | |
33 Harbour Square, Suite 202, Toronto, Ontario Canada | M5J 2G2 |
| (Address of Principal Executive Offices) | (Zip Code) |
| | |
| | |
Registrant’s telephone number, including area code: (416) 364-2551 |
| 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 (see General Instruction A.2. below):
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))
| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
| (e) | On May 6, 2008, the Board of Director of Generex Biotechnology Corporation (the “Company”) approved, as recommended by the Company’s Compensation Committee, the following base salary increases, bonuses and other compensation to the Company’s named executive officers. |
| | The Board approved a five percent increase in the base salaries of the named executive officers, effective as of January 1, 2008, as follows: |
Named Executive | Base Salary Effective as of January 1, 2008 |
Anna E. Gluskin President and Chief Executive Officer | USD $525,000 |
Rose C. Perri Chief Operating Officer, Chief Financial Officer, Treasurer and Secretary | USD $420,000 |
Mark A. Fletcher Executive Vice President and General Counsel | USD $315,000 |
| | Amounts representing the retroactive salary increases from January 2008 through date of payment will be paid by June 1, 2008. |
The Board approved the following bonuses in respect of individual and Company performance in the fiscal year ended July 31, 2007 to be paid in cash by June 1, 2008 to the named executive officers as follows:
Named Executive | Bonus |
Anna E. Gluskin President and Chief Executive Officer | USD $215,000 |
Rose C. Perri Chief Operating Officer, Chief Financial Officer, Treasurer and Secretary | USD $165,000 |
Mark A. Fletcher Executive Vice President and General Counsel | USD $125,000 |
In addition, the Board approved cash payments to the named executive officers to compensate them for income tax liabilities incurred in respect of shares of restricted common stock of the Company awarded to each officer in August 2007 in the following aggregate amounts: Ms. Gluskin - CAD $281,101; Ms. Perri - CAD $254,963; and Mr. Fletcher CAD $245,963. Payment of such compensation shall correspond to the vesting schedule for the restricted shares as follows:
Named Executive | 2007 Payment Amount (by June 1, 2008) (CAD $) | 2008 Payment Amount (by August 16, 2009) (CAD $) | 2009 Payment Amount (by August 16, 2010) (CAD $) |
| Anna E. Gluskin | $140,551 | $70,275 | $70,275 |
| Rose C. Perri | $122,982 | $61,491 | $61,491 |
| Mark A. Fletcher | $175,618 | $35,173 | $35,173 |
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.
| | | |
| | GENEREX BIOTECHNOLOGY CORPORATION |
| | |
| Date: May 9, 2008 | By: | /s/ Rose C. Perri |
| | Chief Operating Officer and |
| | Chief Financial Officer (principal financial officer) |
