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): August 19, 2009
(August 13, 2009)
ORE PHARMACEUTICALS INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 0-23317 06-1411336
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
610 Professional Drive, Suite 101, Gaithersburg, Maryland 20879
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code: (240) 361-4400
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
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Item 5.02. Departure of Directors or Principal Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On August 13, 2009 the Compensation Committee (the "Committee") of the
Board of Directors of Ore Pharmaceuticals Inc. (the "Company") approved the
Company's Incentive Compensation Plan (the "Plan") for 2009. The Plan
establishes corporate and individual goals for eligible officers, including the
current Chief Financial Officer, but excluding in 2009 the Chief Executive
Officer, whose potential bonus is governed by terms in his employment agreement.
The Plan provides percentage weightings for each eligible officer in three
areas: corporate financial performance, corporate operational performance and
individual executive performance within such executive's areas of
responsibility. Subject to the discretion of the Committee as to final amount,
eligible officers may earn a bonus of up to 40% of their respective salaries. In
the case of officers serving less than a full year in 2009, the bonus amounts
will be prorated.
The Committee intends to use the Plan as a guide to determine what level of
bonus, if any, will be paid to any of the eligible executives for their
performance in 2009 based upon its judgment as to the level of achievement of
each goal as of year end 2009.
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.
ORE PHARMACEUTICALS INC.
Date: August 19, 2009 By: /s/ Benjamin L. Palleiko
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Benjamin L. Palleiko
Senior Vice President and
Chief Financial Officer