-----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, HN/toygud/Jb75vftx6NWkzg4aHdjNXlvrYktYOT+rnLXDHtYi1rLlznVPMCqqPX 0JWi+3A5rtQu8O/ZwBuWQw== 0001193125-08-021705.txt : 20080206 0001193125-08-021705.hdr.sgml : 20080206 20080206162323 ACCESSION NUMBER: 0001193125-08-021705 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080131 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080206 DATE AS OF CHANGE: 20080206 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Alphatec Holdings, Inc. CENTRAL INDEX KEY: 0001350653 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 202463898 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-52024 FILM NUMBER: 08581717 BUSINESS ADDRESS: STREET 1: 2051 PALOMAR AIRPORT ROAD CITY: CARLSBAD STATE: CA ZIP: 92011 BUSINESS PHONE: 760 431-9286 MAIL ADDRESS: STREET 1: 2051 PALOMAR AIRPORT ROAD CITY: CARLSBAD STATE: CA ZIP: 92011 8-K 1 d8k.htm FORM 8-K Form 8-K

 

 

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): January 31, 2008

Alphatec Holdings, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware   000-52024   20-2463898
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (I.R.S. Employer
Identification No.)

2051 Palomar Airport Road

Carlsbad, CA 92011

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (760) 431-9286

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

(e) On January 31, 2008, the Compensation Committee of the board of directors (the “Board”) of Alphatec Holdings, Inc. (the “Company”) approved the 2008 bonus plan for each of the executives of the Company (the “2008 Plan”).

The table below sets forth for each of the executive officers listed therein the percentage of the base salary that such officer is eligible to receive as a cash bonus under the 2008 Plan upon the achievement of the criteria established by the Compensation Committee of the Board. In the event that the Company’s financial performance exceeds the financial criteria established to receive 100% of the targeted bonus amount with respect to financial criteria, the executive officers listed below will be entitled to receive cash bonuses based on higher percentages of their respective base salaries.

 

Name and Title

   2008 Base Salary    Bonus Percentage of
Base Salary
at Target Cash
Bonus Award Levels
 

Dirk Kuyper, President and Chief Executive Officer

   $ 350,000    100 %

Steven Yasbek, Chief Financial Officer and Vice President

   $ 225,000    40 %

Steven Lubischer, Vice President, Sales

   $ 275,000    85 %

A summary description of the 2008 Plan is attached as an exhibit to this Form 8-K.

 

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

 

(d) Exhibits.

 

99.1    Summary Description of the Alphatec Holdings, Inc. 2008 Bonus Plan

 

2


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.

 

Alphatec Holdings, Inc.
By:   /s/ Ebun S. Garner, Esq.
  Name: Ebun S. Garner, Esq.
  Title: General Counsel and Vice President

Date: February 6, 2008

 

3


EXHIBIT INDEX

 

Exhibit
Number

  

Description

99.1    Summary Description of the Alphatec Holdings, Inc. 2008 Bonus Plan

 

4

EX-99.1 2 dex991.htm SUMMARY DESCRIPTION OF THE ALPHATEC HOLDINGS, INC. 2008 BONUS PLAN Summary Description of the Alphatec Holdings, Inc. 2008 Bonus Plan

Exhibit 99.1

Summary Description of the Alphatec Holdings, Inc. 2008 Bonus Plan

Under the Alphatec Holdings, Inc. (the “Company”) 2008 Bonus Plan (the “2008 Plan”), each of the executive officers listed below, based on the recommendation of the President and Chief Executive Officer of the Company and approval by the Compensation Committee of the board of directors (the “Board”), is eligible for cash bonuses after its 2008 fiscal year end as further described below. One of the executives listed below, Stephen Lubischer, the Company’s Vice President, Sales, is also eligible for cash bonuses during the 2008 fiscal year. The target cash bonuses will be determined according to a formula expressed as percentages of the respective executive officer’s base salary.

Except with respect to Mr. Lubischer, each executive officer is eligible to receive a cash bonus based on the following goals: (1) the combined achievement of revenue and EBITDA goals, which comprises 75% of the potential award; and (2) the achievement of individual goals, which comprises 25% of the potential award. The specific revenue, EBITDA and individual goals have been determined by the Compensation Committee of the Board.

Mr. Lubischer is eligible to receive quarterly cash bonuses based on the achievement of quarterly revenue goals. In addition, Mr. Lubischer is eligible to receive an annual cash bonus that is based on the achievement of annual revenue goals (collectively, the “Lubischer Revenue Awards”). Collectively, the Lubischer Revenue Awards represent 75% of the target bonus payable to Mr. Lubischer in 2008. In addition, 25% of Mr. Lubischer’s bonus is based on the combined achievement of revenue and EBITDA goals. The specific revenue and EBITDA goals have been determined by the Compensation Committee of the Board.

For all executives, with respect to the bonuses that are related to the financial performance of the Company, the Company must first achieve a threshold of financial performance that has been established by the Compensation Committee of the Board, before an eligible executive officer may receive any cash bonuses under the 2008 Plan. In addition, an eligible executive officer must be employed by the Company at the time the payment is made in order to receive any bonus payment.

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