-----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, J1SWByUu0NvZQ6Fw2x1DDuwLCcbEtn/BQXhwvrRQ0Dk4Hgw3yucu/yN+CkqbN5qZ +jeXoY5rWKSkd2JoznJRbw== 0001341004-07-000546.txt : 20070213 0001341004-07-000546.hdr.sgml : 20070213 20070212160914 ACCESSION NUMBER: 0001341004-07-000546 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20060206 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers FILED AS OF DATE: 20070212 DATE AS OF CHANGE: 20070212 FILER: COMPANY DATA: COMPANY CONFORMED NAME: KINETIC CONCEPTS INC /TX/ CENTRAL INDEX KEY: 0000831967 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS FURNITURE & FIXTURES [2590] IRS NUMBER: 741891727 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09913 FILM NUMBER: 07603132 BUSINESS ADDRESS: STREET 1: 8023 VANTAGE DR CITY: SAN ANTONIO STATE: TX ZIP: 78230 BUSINESS PHONE: 210.524.9000 MAIL ADDRESS: STREET 1: P0 B0X 659508 CITY: SAN ANTONIO STATE: TX ZIP: 78265-9508 8-K 1 pal229869.htm

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): February 6, 2007

 

Kinetic Concepts, Inc.

(Exact name of registrant as specified in its charter)

 

Texas

 

001-09913

 

74-1891727

(State or other jurisdiction

 

(Commission

 

(IRS Employer

of incorporation)

 

File Number)

 

Identification No.)

 

 

 

 

 

8023 Vantage Drive

 

78230

San Antonio, Texas

 

 

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (210) 524-9000

 

(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:

 

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.

 

On February 6, 2007, the Board of Directors of Kinetic Concepts, Inc. ("KCI") approved and adopted the form of Executive Retention Agreement that it intends to make available to designated executive officers (the "Retention Agreement"). The Company expects to enter into the Retention Agreement with each of its current executive officers other than Catherine Burzik, the Company's President and Chief Executive Officer.

 

The Retention Agreement provides for a severance payment in the amount of one times the executive's annual base salary and annual target bonus if the executive's employment is terminated by the Company without Cause or he or she resigns for Good Reason (both terms as defined in the Retention Agreement). In addition to this severance payment, the Executive will also be entitled to reimbursement of health insurance continuation coverage premiums under COBRA for up to 12 months following the termination of the executive's employment.

 

Alternatively, if the executive's employment is terminated without Cause or he or she resigns for Good Reason within 24 months following a defined Change in Control of the Company, the executive will be entitled to two times the sum of the executive's annual base salary and annual target bonus and reimbursement of up to 18 months of COBRA premiums.

 

KCI expects to file each of the executed Retention Agreements as an exhibit to future filings, in each case following execution by any such designated officer.

 

 


 

 

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.

 

 

 

KINETIC CONCEPTS, INC.

 

 

 

 

 

 

 

 

Date: February 12, 2007

 

By:

/s/ Martin J. Landon

 

 

 

 

 

 

Name:

Martin J. Landon

 

 

Title:

Senior Vice President, Chief Financial

 

 

 

Officer

 

 

 

 

 

 

 

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