Attached files
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| EX-10.01 - DERMA SCIENCES, INC. | v179333_ex10-01.htm |
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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 31, 2010
Derma
Sciences, Inc.
(Exact
Name of Registrant as Specified in Charter)
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Pennsylvania
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1-31070
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23-2328753
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|
(Commission
|
(IRS
Employer
|
|
|
Incorporation
or Organization
|
File
Number)
|
Identification
No.)
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Registrant’s
telephone number, including area code: (609)
514-4744
Not
Applicable
(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 us 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))
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.
Effective
March 31, 2010, Derma Sciences, Inc. and Derma First Aid Products, Inc.
(collectively, the “Registrant”) entered into a Separation and Release Agreement
(the “Agreement”) with Mr. Daniel Rivest (“Mr. Rivest”) terminating Mr. Rivest’s
employment as of March 31, 2010. Mr. Rivest served as the Executive
Vice President-First Aid Products for Derma Sciences and President for Derma
First Aid. For a period of ninety (90) days, Mr. Rivest will continue
to provide consulting services to the Registrant pursuant to a consulting
agreement (the “Consulting Agreement”) annexed as Exhibit A to the
Agreement.
The
Agreement provides that, upon expiration of the Consulting Agreement, the
Registrant will pay Mr. Rivest a total of Ninety Eight Thousand Dollars
($98,000) in equal installments on regular payroll dates during the six (6)
month period immediately following expiration of the Consulting
Agreement. Mr. Rivest also will be entitled to continue to receive
certain benefits such as medical, dental and prescription drug coverages as
provided under COBRA, and the Registrant agrees to pay the premiums for such
coverage through June 30, 2010. In exchange for the payments and
benefits mentioned above, Mr. Rivest has agreed to release and discharge the
Registrant from any liabilities and claims related to his employment with the
Registrant and his separation from the Registrant.
Under the
Agreement, Mr. Rivest also has agreed that for a period of six (6) months from
the effective date of the Agreement, he will not, whether directly or
indirectly, compete against the first aid product business conducted by the
Registrant. Furthermore, for a period of one (1) year from the
effective date of the Agreement, Mr. Rivest has agreed not to contact and/or
hire any employee of the Registrant, or contact current customers of the
Registrant’s First Aid Division for the purpose of soliciting sales of products
that compete with those offered by the First Aid Division.
The
foregoing description of the Agreement is qualified in its entirety by reference
to the actual agreement, a copy of which is attached as Exhibit 10.01 and is
incorporated by reference herein.
Section
9 – Financial Statements and Exhibits
Item
9.01. Financial Statements and Exhibits
(d) Exhibits
10.01 Separation and Release
Agreement by and between Derma Sciences, Inc. and Derma First Aid Products,
Inc., and Daniel Rivest, effective as of March 31, 2010.
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 thereunto
duly authorized.
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Derma Sciences, Inc
(Registrant) |
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Date:
April 1, 2010
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By:
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/s/ John E. Yetter | |
| John E. Yetter, CPA | |||
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Vice
President and Chief Financial Officer
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