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): February 22, 2005
Impax Laboratories, Inc.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware 0-27354 65-0403311
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
30831 Huntwood Ave., Hayward, CA 94544
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (510) 476-2000
Not Applicable
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(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):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] 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
The Company amended and restated its Executive Non-Qualified Deferred
Compensation Plan effective as of January 1, 2005. A copy of this plan is
attached as Exhibit 10.1 to this Form 8-K and is incorporated herein by
reference.
The Impax Laboratories, Inc Executive Non-Qualified Deferred
Compensation Plan ("Plan") is a deferred compensation plan established to permit
certain key employees to defer compensation in excess of the deferral limits
under the Impax 401(k) Plan. Participation in the Plan is limited to certain
executive-level employees and consultants as selected by the Board of Directors.
Participants are eligible to elect deferral contributions of up to 10% of
combined base and bonus compensation. The Company makes a matching contribution
equal to 50% of an employee's deferral contribution; provided however, that the
matching contribution for an employee shall not exceed 5% of the employee's
compensation. The matching contribution is 20% vested after the employee's first
year of service and the vesting percentage increases in increments of 20% for
each subsequent year of service.
Participants may elect to have their accounts measured by a number of
investment options. Benefits are payable upon the participant's termination of
employment in a lump sum or installments as elected by the participant. Benefits
are also payable upon the occurrence of the participant's death or disability. A
participant may request an early distribution in the event of an "unforeseeable
emergency". The Plan is designed to comply with the applicable provisions of
Section 409A of the Internal Revenue Code.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits.
10.1 Impax Laboratories, Inc. Executive Non-Qualified
Deferred Compensation Plan, as amended and restated.
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SIGNATURES
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.
IMPAX LABORATORIES, INC.
Date: March 16, 2005 By: /s/ Cornel C. Spiegler
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Name: Cornel C. Spiegler
Title: Chief Financial Officer
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