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 15, 2008
Senomyx, Inc.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation) | | 000-50791
(Commission File Number) | | 33-0843840
(I.R.S. Employer
Identification No.) |
4767 Nexus Centre Drive San Diego, California
(Address of principal executive offices) | | 92121
(Zip Code) |
Registrant’s telephone number, including area code: (858) 646-8300
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 (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 Principal Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e) 2008 Base Salary and Stock Option Grants
On January 15, 2008, the Compensation Committee of our Board of Directors approved increases in base salary and the grant of additional stock options for our executive officers. The following table sets forth the 2008 base salary and the number of shares underlying the stock option grants:
Name | | 2008 Base Salary | | Stock Options | |
Kent Snyder | | $ | 460,000 | | 219,000 | |
Mark J. Zoller, Ph.D. | | $ | 320,000 | | 87,200 | |
John Poyhonen | | $ | 305,000 | | 66,700 | |
Sharon Wicker | | $ | 298,000 | | 64,400 | |
The stock options described above (i) were granted effective as of February 15, 2008 pursuant to our 2004 Equity Incentive Plan, (ii) terminate ten years after February 15, 2008 or earlier in the event the optionholder’s service to us is terminated and (iii) have an exercise price per share equal to the closing price of our common stock as reported on the Nasdaq Stock Market on February 14, 2008. Subject to the optionholder’s continued service to us, 25% of the shares of common stock subject to such stock options vest on the first anniversary of the date of grant, and the remaining shares vest monthly over the following three years; provided that such shares vest in full in the event of a change in our control.
Incentive Cash Bonuses
Our Board of Directors annually establishes targeted corporate goals for the ensuing fiscal year. The Compensation Committee also establishes individual goals each year for the executive officers. In connection with these goals, the Compensation Committee establishes a maximum incentive cash bonus amount for each executive officer in the event that all corporate and, in the case of each executive officer other than our Chief Executive Officer, individual goals are achieved. Our Chief Executive Officer’s incentive cash bonus is based entirely upon the achievement of corporate goals. Incentive cash bonuses for each other executive officer are based 80% on the achievement of corporate goals and 20% on the achievement of individual goals. Actual incentive cash bonuses paid are solely at the discretion of the Compensation Committee and are based upon the Compensation Committee’s determination of corporate and, as applicable, individual goals actually achieved. Based on that determination, on January 15, 2008, the Compensation Committee approved 2007 incentive cash bonuses to each executive officer. For 2007, the incentive cash bonuses approved for each such executive officer were:
Name | | 2007 Bonus | |
Kent Snyder | | $287,760 | |
Mark J. Zoller, Ph.D. | | $132,149 | |
John Poyhonen | | $141,957 | |
Sharon Wicker | | $128,867 | |
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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.
| SENOMYX, INC. |
| |
| By: | /S/ DAVID BERGER |
| | David Berger
Vice President, General Counsel and
Corporate Secretary |
| | |
Date: January 18, 2008 | | |
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