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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 23, 2010 (March 17, 2010)
King Pharmaceuticals, Inc.
(Exact name of registrant as specified in charter)
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Tennessee
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001-15875
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54-1684963 |
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(State or other jurisdiction
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(Commission
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(I.R.S. Employer |
of incorporation)
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File Number)
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Identification No.) |
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501 Fifth Street, Bristol, Tennessee
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37620 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: (423) 989-8000
N/A
(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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers.
On March 17, 2010, the Compensation and Human Resources Committee (the Committee) of the
Board of Directors of King Pharmaceuticals, Inc. (King) approved the following revised form
documents to be used pursuant to Kings Incentive Plan: Form of Option Certificate and
Nonstatutory Stock Option Agreement; Form of Restricted Stock Certificate and Restricted Stock
Grant Agreement; Form of Long-Term Performance Unit Award Agreement (One-Year Performance Cycle);
and Form of Long-Term Performance Unit Award Agreement (Three-Year Performance Cycle), all of which
are attached hereto as exhibits.
The Committee also approved merit salary increases for certain of Kings executive officers,
effective March 22, 2010, in recognition of their contributions to King during 2009, as shown in
the table below.
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Officer |
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Current Salary |
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Adjusted Salary |
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Difference |
Brian A. Markison |
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$ |
990,000 |
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$ |
999,900 |
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$ |
9,900 |
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Chairman of the Board, President
and Chief Executive Officer |
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Joseph Squicciarino |
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$ |
600,000 |
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$ |
624,000 |
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$ |
24,000 |
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Chief Financial Officer |
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Eric J. Bruce |
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$ |
431,500 |
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$ |
448,800 |
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$ |
17,300 |
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President, Alpharma Animal Health |
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James W. Elrod |
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$ |
468,000 |
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$ |
486,700 |
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$ |
18,700 |
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Chief Legal Officer and Secretary |
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Eric G. Carter |
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$ |
434,000 |
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$ |
451,400 |
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$ |
17,400 |
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Chief Science Officer |
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The Committee also approved the performance goals for the 2010 Executive Management Incentive
Awards program (the 2010 EMIA), which defines the parameters under which certain executives of
King will be eligible to receive cash awards for achievement of certain accomplishments during
2010.
Under the 2010 EMIA, adopted pursuant to the King Pharmaceuticals, Inc. Incentive Plan, awards
to executive officers (as defined by the Securities Exchange Act of 1934 and referred to in this
document as Executive Officers) and other participating executives will be based upon achievement
of one or more financial objectives (Financial Objectives).
Under the terms of the 2010 EMIA, the Committee has established and approved all Financial
Objectives and must approve any amendments to those objectives. The Committee has also approved
the specific weighting of the Financial Objectives for the Executive Officers and must approve any
amendments thereto. Potential EMIA awards for Executive Officers are based upon prospective
financial goals, the accomplishment of which was substantially uncertain at the time of their
establishment.
Payment of any 2010 EMIA award is contingent upon the Committees determination that the
applicable Financial Objectives have been met, and at what achievement level those objectives have
been
met. In addition, in order to receive a 2010 EMIA award, the EMIA Participant must, except for
certain circumstances, continue to be employed by King on December 31, 2010.
The Committee, in its discretion, may reduce or eliminate any EMIA award if it determines such
action to be in the best interests of King. The Committee may also amend or terminate the 2010
EMIA program.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
10.1 |
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Form of Option Certificate and Nonstatutory Stock Option Agreement |
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10.2 |
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Form of Restricted Stock Certificate and Restricted Stock Grant Agreement |
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10.3 |
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Form of Long-Term Performance Unit Award Agreement (One-Year Performance Cycle) |
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10.4 |
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Form of Long-Term Performance Unit Award Agreement (Three-Year Performance Cycle) |
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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Date: March 23, 2010 |
KING PHARMACEUTICALS, INC.
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By: |
/s/ Brian A. Markison
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Brian A. Markison |
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President & Chief Executive Officer |
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EXHIBIT INDEX
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Exhibit |
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No. |
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Description |
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10.1
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Form of Option Certificate and Nonstatutory Stock Option Agreement |
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10.2
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Form of Restricted Stock Certificate and Restricted Stock Grant Agreement |
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10.3
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Form of Long-Term Performance Unit Award Agreement (One-Year
Performance Cycle) |
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10.4
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Form of Long-Term Performance Unit Award Agreement (Three-Year Performance Cycle) |