-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UQl4GwnY2j2HfQoWl+pbzjP1ClOQU1r7R0lLY7tIajmiOc7yDLsLfWmkKlw/tqOM nWX0/n62llFGDL0SZDGLlw== 0000950144-07-002184.txt : 20070314 0000950144-07-002184.hdr.sgml : 20070314 20070314165451 ACCESSION NUMBER: 0000950144-07-002184 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20070308 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers FILED AS OF DATE: 20070314 DATE AS OF CHANGE: 20070314 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WebMD Health Corp. CENTRAL INDEX KEY: 0001326583 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 202783228 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-51547 FILM NUMBER: 07694141 BUSINESS ADDRESS: STREET 1: 669 RIVER DR., CENTER 2 CITY: ELMWOOD PARK STATE: NJ ZIP: 07407 BUSINESS PHONE: 201-703-3400 MAIL ADDRESS: STREET 1: 669 RIVER DR., CENTER 2 CITY: ELMWOOD PARK STATE: NJ ZIP: 07407 FORMER COMPANY: FORMER CONFORMED NAME: WebMD Health Holdings, Inc. DATE OF NAME CHANGE: 20050510 8-K 1 g06063e8vk.htm WEBMD HEALTH CORP WEBMD HEALTH CORP
 

 
 
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
March 8, 2007
 
Date of Report (Date of earliest event reported)
WEBMD HEALTH CORP.
 
(Exact name of registrant as specified in its charter)
         
Delaware   0-51547   20-2783228
         
(State or other jurisdiction
of incorporation) 		  (Commission File Number)   (I.R.S. Employer
Identification No.)
111 Eighth Avenue
New York, New York 10011
 
(Address of principal executive offices, including zip code)
(212) 624-3700
 
(Registrant’s telephone number, including area code)
 
(Former name or 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):
     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))
 
 

 

 

Item 5.02.   Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
     With respect to the fiscal year ended December 31, 2006, the Compensation Committee of the Board of Directors of WebMD Health Corp. has approved the following bonuses to be paid by WebMD to its Chief Executive Officer, its Chief Financial Officer, and the other persons listed below (each of whom was a “Named Executive Officer” for purposes of WebMD’s Proxy Statement for its 2006 Annual Meeting):
             
Named        
Executive Officer   Title   Bonus
Wayne T. Gattinella  
Chief Executive Officer
  $ 340,000  
   
 
        
Nan-Kirsten Forte  
Executive Vice President—Consumer Services
  $ 110,000  
   
 
        
David Gang  
Executive Vice President—Product and Programming and Chief Technology Officer
  $ 450,000  
   
 
        
Anthony Vuolo  
Executive Vice President and Chief Financial Officer
  $ 250,000  
The above amounts were determined by the Compensation Committee of WebMD’s Board of Directors, in its discretion.
     With respect to the fiscal year ended December 31, 2006, the Compensation Committee of the Board of Directors of Emdeon Corporation has approved a bonus of $780,000 to be paid by Emdeon to Martin J. Wygod, Chairman of the Board of Emdeon. The amount was determined by the Compensation Committee of the Emdeon Board, in its discretion. Mr. Wygod is also Chairman of the Board of WebMD and was a Named Executive Officer for purposes of WebMD’s Proxy Statement for its 2006 Annual Meeting. Emdeon owns approximately 85% of the outstanding common stock of WebMD.

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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.
         
  WEBMD HEALTH CORP.
 		  
Dated: March 14, 2007  By:   /s/ Lewis H. Leicher    
    Lewis H. Leicher   
    Senior Vice President   
 

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