Cardinal Health, Inc. 8-K
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): June 28, 2006
Cardinal Health, Inc.
(Exact Name of Registrant as Specified in its Charter)
Ohio
(State or Other Jurisdiction of Incorporation)
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1-11373
(Commission File Number)
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31-0958666
(IRS Employer Identification
Number) |
7000 Cardinal Place, Dublin, Ohio 43017
(Address of Principal Executive Offices, Including Zip Code)
(614) 757-5000
(Registrants Telephone Number, Including Area Code)
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))
Item 1.01 Entry into a Material Definitive Agreement
David L. Schlotterbeck will be appointed Chief Executive Officer of Pharmaceutical and Medical
Products of Cardinal Health, Inc. (the Company) and will assume the leadership responsibilities
for the Companys Pharmaceutical Technologies and Services and Medical Products Manufacturing
segments in addition to his current leadership responsibility for the Clinical Technologies and
Services segment. In connection with this expansion in his role with the Company, on June 28,
2006, the Human Resources and Compensation Committee of the Companys Board of Directors (the
Compensation Committee) approved an increase to Mr. Schlotterbecks annual base salary from
$580,000 to $725,000. Mr. Schlotterbecks target annual bonus will remain at 100% of his annual
base salary.
Also on June 28, 2006, the Compensation Committee authorized R. Kerry Clark, the Companys
President and Chief Executive Officer, to use corporate aircraft for personal travel and to have
his immediate family members accompany him on personal flights. The Compensation Committee also
authorized the Company to provide a tax reimbursement to Mr. Clark for income attributed to him
arising out of his personal use of corporate aircraft.
Item 7.01 Regulation FD Disclosure
The Company issued a press release on July 5, 2006, which is being furnished as Exhibit 99.01
to this report.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
99.01 Press release issued by the Company on July 5, 2006, and furnished with this report.
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.
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Cardinal Health, Inc.
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(Registrant)
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Date: July 5, 2006
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By:
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/s/ Ivan K. Fong
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Name: Ivan K. Fong
Title: Executive Vice President, Chief Legal
Officer and Secretary |
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EXHIBIT INDEX
99.01 Press release issued by the Company on July 5, 2006, and furnished with this
report.
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