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): December 30, 2008
VIRTUAL RADIOLOGIC CORPORATION
(Exact name of Registrant as specified in its charter)
Delaware | | 001-33815 | | 27-0074530 |
(State or other jurisdiction of | | (Commission File Number) | | (I.R.S. Employer |
incorporation or organization) | | | | Identification No.) |
5995 Opus Parkway, Suite 200, Minnetonka, Minnesota | | 55343 |
(Address of principal executive offices) | | (Zip code) |
(952) 392-1100
(Registrant’s telephone number including area code)
Not applicable
(Former name and 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
On December 30, 2008, Virtual Radiologic Corporation (the “Company”) and each of the executives named herein, respectively, entered into an amendment to the executive’s employment agreement in order to comply with the requirements of section 409A of the Internal Revenue Code and regulations thereunder effective January 1, 2009, in reference to certain severance benefits: Sean Casey, MD; Chief Executive Officer, Eduard Michel, MD, Medical Director; Robert Kill, President and Chief Operating Officer; Richard Jennings, Chief Technology Officer; and Leonard Purkis, Chief Financial Officer.
Copies of the amendments are attached to this Form 8-K as exhibits 10.1 through 10.5.
Item 9.01 Exhibits
(d) Exhibits
Exhibit
Number | | Description |
10.1 | | First Amendment to Employment Agreement dated December 30, 2008, between Virtual Radiologic Corporation and Sean Casey, M.D. |
10.2 | | First Amendment to Employment Agreement dated December 30, 2008, between Virtual Radiologic Corporation and Eduard Michel, M.D. |
10.3 | | First Amendment to Employment Agreement dated December 30, 2008, between Virtual Radiologic Corporation and Robert Kill |
10.4 | | Second Amendment to Employment Agreement dated December 30, 2008, between Virtual Radiologic Corporation and Rick Jennings |
10.5 | | First Amendment to Employment Agreement dated December 30, 2008, between Virtual Radiologic Corporation and Leonard Purkis |
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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.
Date: | December 30, 2008 | |
| |
| |
| VIRTUAL RADIOLOGIC CORPORATION |
| |
| By: | /s/ George H. Frisch |
| Name: George H. Frisch |
| Title: General Counsel & Secretary |
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EXHIBIT INDEX
Exhibit
Number | | Description |
10.1 | | First Amendment to Employment Agreement dated December 30, 2008, between Virtual Radiologic Corporation and Sean Casey, M.D. |
10.2 | | First Amendment to Employment Agreement dated December 30, 2008, between Virtual Radiologic Corporation and Eduard Michel, M.D. |
10.3 | | First Amendment to Employment Agreement dated December 30, 2008, between Virtual Radiologic Corporation and Robert Kill |
10.4 | | Second Amendment to Employment Agreement dated December 30, 2008, between Virtual Radiologic Corporation and Rick Jennings |
10.5 | | First Amendment to Employment Agreement dated December 30, 2008, between Virtual Radiologic Corporation and Leonard Purkis |
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