| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On June 12, 2008, upon the recommendation of the Compensation Committee and upon consideration of data provided by peer review results, the Board of Directors of Salix approved revision of the severance benefits provided in the Employment Agreements with each of its corporate officers to include payment of such severance benefits in the event of a change of control and, if the officers employment with Salix is terminated by the company other than for cause, or if the officer terminates employment with Salix for good reason, in each case within 12 months after a change in control. The Board also approved the form of First Amendment to Employment Agreement attached hereto as Exhibit 10.62, to be entered into with each of its corporate officers to effect the change of control severance benefits as set forth as follows:
| Title |
Salary |
Bonus | ||
| Chief Executive Officer | Base salary as of the date of termination for a period of 30 months | An amount equal to two times the annual bonus target as of the date of termination | ||
| Senior Vice President | Base salary as of the date of termination for a period of 24 months | An amount equal to one and one-half times the annual bonus target as of the date of termination | ||
| Vice President | Base salary as of the date of termination for a period of 18 months | An amount equal to the annual bonus target as of the date of termination | ||
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. |
Description | |
| 10.62 |
Form of First Amendment to Employment Agreement |
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 thereunto duly authorized.
| SALIX PHARMACEUTICALS, LTD. | ||||
| Date: June 18, 2008 | ||||
| /s/ Adam C. Derbyshire | ||||
| Adam C. Derbyshire | ||||
| Senior Vice President and Chief Financial Officer |