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): March 14, 2008
Orthofix
International N.V.
(Exact
name of Registrant as specified in its charter)
|
Netherlands
Antilles
|
0-19961
|
N/A
|
|
(State
or other jurisdiction of incorporation)
|
Commission
File Number
|
(I.R.S.
Employer Identification Number)
|
|
|
7
Abraham de Veerstraat
|
|
|
|
Curacao
|
|
|
|
Netherlands
Antilles
|
N/A
|
|
|
(Address
of principal executive offices)
|
(Zip
Code)
|
Registrant's
telephone number, including area code: 011-59-99-465-8525
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))
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.
(e)
Compensatory Arrangements of Certain Officers.
On March
14, 2008, in connection with the Compensation Committee (the "Committee") of the
Board of Directors of Orthofix International N.V. (the "Company") performing its
annual review of base salaries of officers of the Company, the Committee
approved increases in the annual base salaries of certain of the Company's Named
Executive Officers (as determined in accordance with Instruction 4 of Item 5.02
of Form 8-K). The annual base salaries increased as follows: (i) Alan
Milinazzo, the Company's Chief Executive Officer, from $451,500 to $500,000;
(ii) Michael M. Finegan, the Company's Vice President of Corporate Development,
from $257,250 to $280,000; (iii) Raymond C. Kolls, the Company's Senior Vice
President, General Counsel and Corporate Secretary, from $242,948 to $280,000;
and (iv) Bradley R. Mason, the Company's Vice President and President of Breg,
Inc., from $283,250 to $300,000. As in prior years, the raises were
retroactive to January 1. The increases in salary were determined
based upon a variety of factors, including position and performance, as well as
our current executive compensation philosophy and comparison to the publicly
available information regarding the executive compensation of our current peer
group companies.
The
salary of Timothy Adams, the Company's Chief Financial Officer, did not
increase, as he was recently hired to that position in November 2007. The
salary of Oliver Burkhardt, President of the Company's spine divison, did not
increase, as his current salary was set by the Committee in November
2007. In accordance with the terms of his current employment arrangements
with the Company, the salary of Thomas Hein, the Company's Vice President –
Finance (and former Chief Financial Officer of the Company) also did not
increase.
The
salary increases of the Named Executive Officers listed above modify the salary
component of each such person's employment agreement with the Company and, as
such, are considered amendments to those agreements in accordance with their
terms.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
ORTHOFIX
INTERNATIONAL N.V.
|
By:
|
/s/ Timothy M.
Adams
|
|
|
Name:
|
Timothy
M. Adams
|
|
|
Title:
|
Chief
Financial Officer
|
|