Unassociated Document
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)
|
May
1, 2007
|
HAEMONETICS
CORPORATION
|
(Exact
name of registrant as specified in its charter)
|
Massachusetts
|
1-10730
|
04-2882273
|
(State
or other jurisdiction
of
incorporation)
|
(Commission
File
Number)
|
(I.R.S.
Employer
Identification
No.)
|
400
Wood Road Braintree, MA
|
02184
|
(Address
of principal executive offices)
|
(Zip
Code)
|
Registrant’s
telephone number, including area code
|
781-848-7100
|
|
(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):
|
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))
|
Section
5 - Corporate Governance and Management
ITEM
5.02. DEPARTURE
OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS, APPOINTMENT OF CERTAIN
OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS
At
its
meeting on May 1, 2007, the Compensation Committee of the Company’s Board of
Directors set bonus objectives and base salaries for executive officers for
fiscal 2008. The Committee also approved a long term cash incentive award and
a
restricted stock grant.
For
fiscal 2008, each executive officer will be eligible to receive a potential
cash
bonus. These potential cash awards are established at the beginning of the
fiscal year. Employees who are bonus eligible, including executives, may not
receive any of the potential cash awards unless the Company reaches certain
minimum stated revenue and operating incomes results for the fiscal year. The
final cash award paid is determined by the Company’s performance to the
specified revenue and operating income targets. If the specified targets for
revenue or operating income for the fiscal year are over achieved, the potential
cash bonus is increased to certain specified levels. A portion of all employees’
bonus is also dependent upon their performance to their own individual
performance objectives, such as a business unit’s financial performance,
business development goals and cost savings initiatives. For all executives,
70%
of their stated potential cash bonus will be solely dependent upon the
achievement of the stated financial performance targets for revenue and
operating income for the fiscal year, and 30% will be dependent upon the
achievement of their individual performance objectives, including regional
or
unit performance objectives.
For
fiscal 2007, each executive officer was eligible to receive a potential cash
bonus. These potential cash awards were established at the beginning of the
fiscal year. As the Company’s financial performance fell short of the specified
targets for revenue and operating income, no bonuses were earned by the
executives for FY07.
The
following table sets forth annual salary and stated potential bonus awards
for
fiscal 2008 for the Company’s principal executive officer, principal financial
officer and the executive officers serving in fiscal 2008 who were included
in
the Company’s proxy statement for its August 9, 2006 annual meeting. Actual
annual base salary amounts for such officers for fiscal 2007 are also included.
Name
and Principal Position
|
|
Fiscal
Year
|
|
Salary
|
|
Bonus
(Actual FY 07, Target FY 08)
|
|
Brad
Nutter
President
and CEO
|
|
|
2007
2008
|
|
$
$
|
520,000
520,000
|
|
$
$
|
0
520,000
|
|
Peter
Allen
President,
Donor Division
|
|
|
2007
2008
|
|
$
$
|
376,904
376,904
|
|
$
$
|
0
169,600
|
|
Brian
Concannon
President,
Global Markets
|
|
|
2007
2008
|
|
$
$
|
384,275
384,275
|
|
$
$
|
0
172,900
|
|
Bob
Ebbeling
Vice
President, Operations
|
|
|
2007
2008
|
|
$
$
|
384,300
384,300
|
|
$
$
|
0
172,900
|
|
Chris
Lindop
Vice
President, Chief Financial Officer
|
|
|
20071
2008
|
|
$
$
|
96,250
385,000
|
|
$
$
|
0
173,200
|
|
In
recognition of past performance, and the importance of his future contributions
to the Company’s strategy, the Committee approved a long term cash bonus of
$200,000 for Peter Allen. The award will be payable on May 1, 2010, contingent
upon his continued service.
1
Represents the partial year salary paid to Mr Lindop for January through
March
of FY 2007. Additionally, Mr. Lindop was paid a sign-on bonus of $300,000.
Also,
on
May 1, 2007, the Committee approved a restricted stock grant of 10,000 shares
under the Company’s 2005 Long-Term Incentive Compensation Plan to the following
named executive officer. Such restricted stock shall vest at the rate of 25%
per
year over the four years following the grant date so long as such officer
remains an employee of the Company.
Name
|
Number
of Shares
|
Average
Share Price at Grant Date
|
Total
Grant Date Fair Value
|
Brian
Concannon
|
10,000
|
$47.935
|
$479,350.
|
In
the
event of the death of the employee, any unvested shares would immediately become
fully vested. In the event of the disability of an employee, shares would
continue to vest. In the event of a change of control, any unvested shares
would
immediately become fully vested.
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.
|
HAEMONETICS
CORPORATION
|
|
(Registrant)
|
|
|
|
|
Date
May
2, 2007
|
|
|
/s/
Christopher J. Lindop
|
|
Christopher
J. Lindop, Vice
President
and Chief Financial Officer
|