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 14, 2005
ZIOPHARM
Oncology, Inc.
(Exact
name of registrant as specified in its charter)
Delaware
|
0-32353
|
84-1475642
|
(State
or other jurisdiction of incorporation)
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
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1180
Avenue of the Americas, 19th
Floor
New
York, NY 10036
(Address
of principal executive offices) (Zip Code)
(646)
214-0700
(Registrant’s
telephone number, including area code)
(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:
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))
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Item
1.01. Entry
into a Material Definitive Agreement.
At
a
meeting of the Registrant’s Board of Directors (the “Board”) held December 14,
2005, the Board approved the payment of a discretionary bonus in the amount
of
$25,000 to be paid to Richard Bagley, the Registrant’s President and Chief
Operating Officer, in respect of Mr. Bagley’s service to the Registrant during
2005. Such bonus will be paid on December 30, 2005.
At
the
December 14, 2005 Board meeting, the Board also approved (i) an increase,
from
$3,000 to $5,000, in the quarterly cash retainer paid in arrears to the
Registrant’s non-employee directors, and (ii) payments of $1,000 to each
non-employee director serving on the Registrant’s audit committee, compensation
committee and nominating committee for each committee meeting attended by
such
director.
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.
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|
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ZIOPHARM
Oncology, Inc.:
(Registrant)
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|
|
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Date:
December 20, 2005 |
By: |
/s/ Richard
E. Bagley |
|
RICHARD
E. BAGLEY,
President
and Chief Operating
Officer |