SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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 5, 2005
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SIGA TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-23047 13-3864870
(State or other jurisdiction of (Commission file number) (I.R.S. employer
incorporation or organization) identification no.)
420 Lexington Avenue, Suite 408 10170
New York, New York (Zip code)
(Address of principal executive offices)
Registrant's telephone number, including area code: (212) 672-9100
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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):
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[ ] 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.
On August 5, 2005, SIGA Technologies, Inc., a Delaware corporation
("SIGA"), entered into a Letter Agreement, dated as of August 5, 2005, with John
Odden (the "Letter Agreement"). The following summary of certain provisions of
the Letter Agreement is qualified in its entirety by reference to the complete
Letter Agreement, a copy of which is filed as Exhibit 10.1 hereto.
The Letter Agreement confirms the terms of Mr. Odden's resignation
of his employment with SIGA as Vice President - Business Development, effective
August 5, 2005 (the "Resignation Date"). Pursuant to the Letter Agreement, all
existing employment agreements between Mr. Odden and SIGA, including without
limitation that certain Employment Agreement, dated as of July 29, 2004 and with
an effective date of August 23, 2004, by and between SIGA and Mr. Odden (the
"Employment Agreement"), are terminated as of the date of the Letter Agreement.
SIGA will continue to pay Mr. Odden his base salary pursuant to the Employment
Agreement, less all applicable withholdings for federal, state and local income
taxes, social security, and all other customary withholdings, through September
15, 2005. Any options granted to Mr. Odden prior to the date of the Letter
Agreement shall be subject to the terms and conditions of the applicable
agreement reflecting such grant and any applicable plan under which such options
were issued.
In exchange for and in consideration of the promises, covenants and
agreements set forth in the Letter Agreement, Mr. Odden releases SIGA to the
maximum extent permitted by law from any and all manner of claims, demands,
causes of action, obligations, damages, or liabilities whatsoever of every kind
and nature, at law or in equity, known or unknown, and whether or not
discoverable, which you have or may have for any period prior to your execution
of this letter agreement, including without limitation those claims enumerated
in Paragraph 7 of the Letter Agreement.
Item 1.02. Termination of a Material Definitive Agreement.
See Item 1.01 above for a description of the terms of the Letter
Agreement, which, among other things, terminates the Employment Agreement. A
copy of the Employment Agreement is included as Exhibit 10.1 to SIGA's Quarterly
Report on Form 10-QSB for the quarterly period ended September 30, 2004, filed
with the Securities and Exchange Commission on November 15, 2004.
Item 5.02. Departure of Directors or Principal Officers; Election of
Directors; Appointment of Principal Officers.
See Item 1.01 above for a description of the terms of the Letter
Agreement pursuant to which Mr. Odden resigned as Vice President - Business
Development of SIGA, effective August 5, 2005.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
Exhibit No. Description
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10.1 Letter Agreement, dated as of August 5, 2005, between SIGA and
John Odden.
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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.
SIGA TECHNOLOGIES, INC.
By: /s/ Thomas N. Konatich
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Name: Thomas N. Konatich
Title: Chief Financial Officer
Date: August 11, 2005
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