8-K 1 a05-3618_28k.htm 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)               February 15, 2005

 

Cephalon, Inc.

(Exact Name of Registrant as Specified in Charter)

 

Delaware

 

0-19119

 

23-2484489

(State or Other Jurisdiction

 

(Commission

 

(IRS Employer

of Incorporation)

 

File Number)

 

Identification No.)

 

145 Brandywine Parkway

 

 

West Chester, Pennsylvania

 

19380

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code               (610) 344-0200

 

Not Applicable

(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:

 

¨

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 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 1.01                                             Entry into a Material Definitive Agreement.

 

On February 2, 2005, the Compensation Committee of the Board of Directors of Cephalon, Inc. (the “Registrant”) determined the recommended annual cash bonus awards to be made to executive officers of the Registrant for fiscal 2004.  These award recommendations were presented to and approved by the full Board on February 3, 2005.

 

The awards were approved subject to the finalization of financial results for the year ended December 31, 2004, which were released on February 15, 2005.

 

The awards earned in 2004, which will be paid in late February 2005, are as follows:

 

Name:

 

Cash Bonus

 

Frank Baldino, Jr., Ph.D.

 

$

1,452,000

 

J. Kevin Buchi

 

$

169,600

 

Paul Blake, FRCP

 

$

303,300

 

Peter E. Grebow, Ph.D.

 

$

229,000

 

John E. Osborn

 

$

305,300

 

Robert P. Roche, Jr.

 

$

168,000

 

Carl A. Savini

 

$

207,000

 

Jeffry L. Vaught, Ph.D.

 

$

148,400

 

 

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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.

 

 

 

CEPHALON, INC.

 

 

 

 

Date: February 16, 2005

By:

 /s/ J. Kevin Buchi

 

 

J. Kevin Buchi

 

 

Senior Vice President & Chief Financial Officer

 

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