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)
December
22, 2010
HEMISPHERX
BIOPHARMA, INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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0-27072
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52-0845822
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(state
or other juris-
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(Commission
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(I.R.S.
Employer
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diction
of incorporation)
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File
Number)
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(Identification
No.)
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1617
JFK Boulevard, Philadelphia, Pennsylvania
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19103
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant's
telephone number, including area code: (215) 988-0080
(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))
Item 5.02 Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
On
December 22, 2010, the Company’s Compensation Committee of the Board of
Directors (the “Committee”), after analyzing relevant performance information,
including each individual’s Achievement of Job Description and Attainment of
Company-Wide Goals documents, determined that 2010 performance bonuses should be
granted for payment in 2011 for named executive officers. The
following named executive officers will receive the following bonuses (equal to
25% of their respective 2010 year-end base compensation: William A. Carter
(Chairman & CEO) - $200,000; Thomas K. Equels (Executive Vice Chairman,
Secretary & General Counsel) - $100,000; and Charles Bernhardt (CFO &
Chief Accounting Officer) - $50,000. The following named executive
officers will receive the following bonuses (equal to 20% of their respective
2010 year-end base compensation): David Strayer (Medical Director) - $48,737;
Wayne Springate (V.P. of Operations) - $36,300; and Russel Landers (V.P. of
Process and Quality Assurance) - $43,076.
In
addition, on December 22, 2010, the Committee approved the issuance to William
A. Carter of 10 year options to purchase up to 73,728 shares of the Company’s
common stock. The options are to be issued pursuant to the Company’s
2009 Equity Incentive Plan and replace an identical number of 10 year options
previously issued to Dr. Carter under the Company’s 1990 Stock Option Plan,
which options expired in August 2010. The exercise price of the
replacement options is $2.71 per share, the same as the exercise price of the
expired options.
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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HEMISPHERX
BIOPHARMA, INC.
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December
23, 2010
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By:
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/s/ William A. Carter | |
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William
A. Carter M.D.,
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Chief
Executive Officer
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