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): February 6, 2008
QUESTCOR PHARMACEUTICALS, INC.
(Exact Name of Registrant as Specified in Charter)
| | | | | |
California
(State or Other Jurisdiction
of Incorporation) | | 001-14758
(Commission File Number) | | 33-0476164
(I.R.S. Employer
Identification No.) |
| | | |
3260 Whipple Road Union City, California
(Address of Principal Executive Offices) | | 94587
(Zip Code) |
Registrant’s telephone number, including area code:
(510) 400-0700Check 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) |
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| o | | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| o | | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| 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
Determination of 2008 Cash Bonus Target Levels for Executive Officers
On February 6, 2008, the Board of Directors of Questcor Pharmaceuticals, Inc. (the “Company”), based on the recommendation of the Board’s Compensation Committee, approved the 2008 cash bonus target levels for the Company’s executive officers. The 2008 cash bonus target levels were determined based on the executive officer’s level of satisfaction of the management performance objectives established and tailored for such executive officer by the Company’s Compensation Committee for the Company’s 2008 fiscal year. The actual amount of cash bonuses awarded remains subject to the discretion of the Board. The table below sets forth the previously disclosed 2008 annual base salaries and target bonus percentages for the following executive officers:
| | | | | | | |
| | | | | | | 2008 |
| | | | | 2008 | | Bonus |
| Name | | Title | | Salary | | Target |
| Don M. Bailey | | President and Chief Executive Officer | | $525,000 | | 65% |
| | | | | | | |
| Stephen L. Cartt | | Executive Vice President, Commercial Development | | $350,000 | | 55% |
| | | | | | | |
| Steven Halladay, Ph.D. | | Senior Vice President, Clinical and Regulatory Affairs | | $295,000 | | 45% |
| | | | | | | |
| David J. Medeiros | | Senior Vice President, Pharmaceutical Operations | | $325,000 | | 45% |
| | | | | | | |
| George M. Stuart | | Senior Vice President, Finance and Chief Financial Officer | | $260,000 | | 45% |
Grant of Options to Executive Officers
On February 6, 2008, the Board, based on the recommendation of its Compensation Committee, approved the grant of options to purchase the Company’s common stock to the Company’s executive officers under the Company’s 2006 Equity Incentive Plan. The table below sets forth the stock option grants approved by the Board:
| | | | | |
| | | | | No. of |
| Name | | Title | | Options |
| Don M. Bailey | | President and Chief Executive Officer | | 500,000 |
| | | | | |
| Stephen L. Cartt | | Executive Vice President, Commercial Development | | 116,000 |
| | | | | |
| Steven Halladay, Ph.D. | | Senior Vice President, Clinical and Regulatory Affairs | | 01 |
| | | | | |
| David J. Medeiros | | Senior Vice President, Pharmaceutical Operations | | 80,000 |
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| George M. Stuart | | Senior Vice President, Finance and Chief Financial Officer | | 65,000 |
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| 1 | | Dr. Halladay received 166,028 restricted shares of the Company’s common stock in lieu of stock options, which will vest subject to his achievement of certain performance-based criteria. |
SIGNATURES
Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | | | | |
| Date: February 8, 2008 | QUESTCOR PHARMACEUTICALS, INC.
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| | By: | /s/ George Stuart | |
| | | George Stuart | |
| | | Senior Vice President, Finance, and
Chief Financial Officer | |
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