-----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, WEhTLBA8G2v+mVgArwlxNTGdJvxrZJeCUKLslCalW6DieHhE4ArvlbAo771oRGhA k7uV2RMIHo94hhYEeFEXkw== 0001193125-09-013332.txt : 20090129 0001193125-09-013332.hdr.sgml : 20090129 20090128190608 ACCESSION NUMBER: 0001193125-09-013332 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090128 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: 20090129 DATE AS OF CHANGE: 20090128 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BIOJECT MEDICAL TECHNOLOGIES INC CENTRAL INDEX KEY: 0000810084 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 931099680 STATE OF INCORPORATION: OR FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-15360 FILM NUMBER: 09552575 BUSINESS ADDRESS: STREET 1: 20245 SW 95TH AVENUE CITY: TUALATIN STATE: OR ZIP: 97062 BUSINESS PHONE: 5036928001 MAIL ADDRESS: STREET 1: 20245 SW 95TH AVENUE CITY: TUALATIN STATE: OR ZIP: 97062 FORMER COMPANY: FORMER CONFORMED NAME: BIOJECT MEDICAL SYSTEMS LTD DATE OF NAME CHANGE: 19920703 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 28, 2009

BIOJECT MEDICAL TECHNOLOGIES INC.

(Exact name of registrant as specified in its charter)

Commission File Number: 000-15360

 

Oregon   93-1099680

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification No.)

20245 SW 95th Avenue

Tualatin, Oregon

  97062
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (503) 692-8001

Former name or former address if changed since last report: No Change

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:

 

¨ 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 January 28, 2009, Bioject Medical Technologies Inc. (“Bioject”) entered into a letter agreement (the “Agreement”) with each of Mr. Ralph Makar, Bioject’s President and CEO, Ms. Christine M. Farrell, Bioject’s Vice President of Finance and member of the Executive Committee, and Mr. Richard R. Stout, M.D., Bioject’s Executive Vice President and Chief Medical Officer and member of the Executive Committee, pursuant to which each such executive voluntarily agreed to reduce his or her monthly base salary by 20%, commencing February 1, 2009, notwithstanding any provision of any employment agreement between Bioject and such executive to the contrary. The base salary of each executive immediately prior to such reduction shall continue to be such executive’s base salary for all other purposes under executive’s employment agreement or under Bioject’s personnel policies. Bioject will revert to paying each executive his or her base salary immediately prior to the foregoing reduction upon the written request of such executive.

 

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

The following exhibit is filed herewith and this list is intended to constitute the exhibit index:

 

10.1    Form of letter agreement dated January 28, 2009.

 

1


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 hereunto duly authorized.

 

Date: January 28, 2009     BIOJECT MEDICAL TECHNOLOGIES INC.
    (Registrant)
    /s/ CHRISTINE M. FARRELL
    Christine M. Farrell
    Vice President of Finance
    (Principal Financial and Accounting Officer)

 

2

EX-10.1 2 dex101.htm FORM OF LETTER AGREEMENT DATED JANUARY 28, 2009 Form of letter agreement dated January 28, 2009

EXHIBIT 10.1

January 28, 2009

Bioject Medical Technologies, Inc.

20245 SW 95th Avenue

Tualatin, OR 97062

 

Re: Voluntary Temporary Base Salary Reduction

To Whom It May Concern:

Each of the undersigned hereby agrees to reduce temporarily his or her monthly base salary by 20%, commencing February 1, 2009, notwithstanding any provision of any employment agreement between Bioject Medical Technologies, Inc. and/or Bioject Inc., (the “Company”) and any of the undersigned to the contrary; provided, however, that the base salary of each such person immediately prior to such reduction shall be deemed and continue to be such person’s base salary for all other purposes under such person’s employment agreement or under the Company’s personnel policies, including without limitation, bonuses, equity awards, severance payments, change in control payments and any other benefits to the maximum extent permitted by law. The Company agrees that it will revert to paying each of the undersigned his or her base salary immediately prior to the foregoing reduction upon the written request of such person, effective as of the date the Company receives such request. Except for the temporary voluntary 20% reduction in base salary, all other compensation, benefits, rights, bonuses, equity awards, terms and/or provisions of any employment agreement between any of the undersigned and the Company shall remain in full force and effect.

 

Sincerely,
  
Ralph Makar
  
Richard Stout
  
Christine Farrell

Agreed and accepted:

 

Bioject Medical Technologies, Inc./Bioject Inc.
By:    
Name:    
Title:    
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