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) November 18, 2004
VARIAN MEDICAL SYSTEMS, INC.
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(Exact Name of Registrant as Specified in its Charter)
Delaware 1-7598 94-2359345
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(State or Other Jurisdiction (Commission File (IRS Employer
of Incorporation) Number) Identification No.)
3100 Hansen Way, Palo Alto, CA 94304-1030
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (650) 493-4000
Not Applicable
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(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):
|_| 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))
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Item 1.01. Entry into a Material Definitive Agreement.
On November 18, 2004, Compensation and Management Development Committee of
the Board of Directors of Varian Medical Systems, Inc. (the "Company") approved
the performance goals and performance goal formulas for calculating participant
awards under the Company's Management Incentive Plan for fiscal year 2005.
Attached as Exhibit 99.1 to this Form 8-K is a description of the Management
Incentive Plan, including such performance goals and performance goal formulas,
for fiscal year 2005.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits.
99.1 Registrant's Description of Management Incentive Plan as
Administered by the Compensation and Management Development
Committee of the Board of Directors of Varian Medical Systems, Inc.
for Fiscal Year 2005.
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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.
Varian Medical Systems, Inc.
By: /s/ JOSEPH B. PHAIR
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Name: Joseph B. Phair
Title: Vice President, Administration,
General Counsel and Secretary
Dated: November 24, 2004
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EXHIBIT INDEX
Number Exhibit
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99.1 Registrant's Description of Management Incentive Plan as
Administered by the Compensation and Management Development
Committee of the Board of Directors of Varian Medical Systems, Inc.
for Fiscal Year 2005