UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act Of 1934
August 1, 2011
Date of Report (Date of earliest event reported)
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CADISTA HOLDINGS INC.
(Exact Name of Registrant as Specified in Charter)
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State of Delaware
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000-54421
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31-1259887
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(State of Other Jurisdiction
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(Commission File Number)
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(I.R.S. Employer
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of Incorporation)
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Identification Number)
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207 Kiley Drive
Salisbury, MD 21801
(Address of principal executive offices) (Zip Code)
(410) 912-3700
(Registrant’s 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 (17CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR 240.13e-4(c))
Item 5.02 Departure of Directors or Principal Officers, Election of Directors, Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e)(f)
On August 1, 2011, our Board (i) increased the salary of Scott Delaney, our Chief Executive Officer to $300,000 effective July 1, 2011, (ii) awarded Mr. Delaney a performance bonus of $147,798 for our fiscal year ending March 31, 2011 (“2011 Fiscal Year”) and (iii) awarded Mr. Delaney an additional $14,490 discretionary bonus for our 2011 Fiscal Year for his leadership in commercialization of Meclizine. In addition, the Board confirmed the awards of $38,881 and $20,186 to Ward Barney, our Chief Operating Officer, and Kamal Mandan, our Chief Financial Officer, respectively under our 2011 Fiscal Year Performance Bonus Plan.
The following table updates the aggregate compensation earned by Messrs. Delaney, Barney and Mandan for our 2011 Fiscal Year.
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Name and Principal Position
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Year Ending March 31,
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Base
Salary
($)
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Bonus
($)
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Non-Equity Incentive Plan Compensation ($)
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Other
($)(1)
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Total
($)
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Scott Delaney
CEO
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2011
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287,538
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14,490
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147,798
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31,683
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481,509
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Ward Barney, Chief Operating Officer
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2011
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199,390
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25,000
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38,881
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15,988
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279,259
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Kamal Mandan,
Chief Financial Officer
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2011
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155,276
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---
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20,186
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6,497
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181,959
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(1) Includes (i) $13,200, $12,000 and $2,882 in automobile allowance, (ii) $14,000, $0 and $0 in miscellaneous expenses usable for any purpose (personal or otherwise), and (iii) $4483, $3988 and $3615 in 401(k) matching contributions, for Messrs. Delaney, Barney and Mandan, respectively.
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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CADISTA HOLDINGS INC.
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By:
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/s/ Kamal Mandan | |
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Kamal Mandan
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Chief Financial Officer
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Date: August 4, 2011