UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):August 1, 2006
DIONEX CORPORATION
(Exact name of registrant as specified in its charter)
| Delaware | 000-11250 | 94-2647429 | ||
| (State or other jurisdiction of incorporation or organization) | (Commission File Number) | (IRS Employer Identification Number) |
1228 Titan Way,
Sunnyvale, CA 94088
(Address of principal executive offices, including zip code)
Sunnyvale, CA 94088
(Address of principal executive offices, including zip code)
(408) 737-0700
(Registrant’s telephone number, including area code)
(Registrant’s telephone number, including area code)
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 1.01. Entry into a Material Definitive Agreement.
Base Salaries. On August 1, 2006, the Compensation Committee (the “Committee”) of the Board of Directors of Dionex Corporation (the “Company”) approved base salaries, effective October 1, 2006, for the executive officers of the Company in the amounts indicated below:
| Base | |||||
| Name | Salary Amount | ||||
| Lukas Braunschweiler | $ | 420,000 | |||
| Craig McCollam | $ | 275,000 | |||
| Christopher Pohl | $ | 275,000 | |||
| Dietrich Hauffe | $ | 245,000 | |||
| Bruce Barton | $ | 240,000 | |||
| David Bow | $ | 240,000 | |||
| Rene Trost | 330,000 | Swiss Francs | |||
| Kevin Chance | $ | 275,000 | |||
| Peter Jochum | 260,000 | Euros | |||
Annual Incentive Awards. On August 1, 2006, the Committee approved annual incentive awards for 2006, payable in cash, to the same executive officers, as follows:
| Annual | |||||
| Name | Incentive Award | ||||
| Lukas Braunschweiler | $ | 121,524 | |||
| Craig McCollam | $ | 41,099 | |||
| Christopher Pohl | $ | 40,462 | |||
| Dietrich Hauffe | $ | 17,856 | |||
| Bruce Barton | $ | 48,214 | |||
| David Bow | $ | 42,596 | |||
| Rene Trost | 75,142 | Swiss Francs | |||
| Kevin Chance | $ | 43,117 | |||
| Peter Jochum | 44,824 | Euros | |||
The annual incentive awards were made pursuant to bonus guidelines used in the preparation of the Company’s budget for 2006. Although the budget was approved by the Board of Directors, including members of the Committee, the Committee retained full discretion to make such specific incentive bonus awards, if any, as it deemed appropriate, after the end of the year. The awards made were based on the Company’s achievement of revenue growth garget for fiscal 2006, its earnings per share target for fiscal 2006 and the assessed contribution of each executive to the Company’s success based on individual goals. As a starting point, the Committee considered the target bonus for each executive used in the 2005 budget. This target was 75% of base salary for Lukas Braunschweiler, the Company’s Chairman and Chief Executive Officer, and 40% of base salary for the other executive officers, but the annual incentive award for any executive may be more or less than the applicable target, depending on the Company’s financial performance, the Committee’s assessment of the executive’s contribution and such other factors as the Committee may choose to consider.
For fiscal 2007, the target bonus for Dr. Braunschweiler is 75% of base salary and 40% of base salary for the other executive officers. The Committee has full discretion to make such specific incentive bonus awards, if any, as it deems appropriate, after the end of the fiscal 2007. The awards made will be based on Company-wide growth targets for the year and the assessed contributions of each executive to the Company’s success based on individual goals.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
| DIONEX CORPORATION | ||||
| Dated: August 7, 2006 | By: | /s/ Craig A. McCollam | ||
| Craig A. McCollam | ||||
| Vice President, Finance and Administration and Chief Financial Officer | ||||