kl11027.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): November 17,
2008
SIGA
TECHNOLOGIES, INC.
(Exact
name of registrant as specified in its charter)
|
Delaware
|
0-23047
|
13-3864870
|
|
(State
or other jurisdiction of
incorporation)
|
(Commission
File Number)
|
(IRS
Employer
Identification
No.)
|
|
420
Lexington Avenue, Suite 408
New
York, New York
(Address
of principal executive offices)
|
|
10170
(Zip
Code)
|
Registrant’s
telephone number, including area code: (212) 672-9100
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):
| r |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
| r |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
| r |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
|
| r |
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
November 17, 2008, SIGA Technologies, Inc., a Delaware corporation (“SIGA”),
entered into an Amended and Restated Employment Agreement (the “Amended CEO
Employment Agreement”) with Dr. Eric A. Rose, M.D., its Chief Executive Officer,
in order to extend the term of Dr. Rose’s employment to December 31, 2010 (the
“Expiration Date”).
The other
material terms of the Amended CEO Employment Agreement, which are set forth in
this paragraph, are unchanged from those of Dr. Rose’s prior employment
agreement with SIGA, dated January 31, 2007. Unless either party
provides thirty (30) days notice prior to the Expiration Date, the Amended CEO
Employment Agreement shall automatically renew for additional one (1) year
periods commencing with the Expiration Date. Pursuant to the Amended CEO
Employment Agreement, SIGA agrees to pay to Dr. Rose an annual base salary of
$400,000, subject to any cost of living adjustments as may be approved by the
Board of Directors of SIGA (the “Board”). Dr. Rose is also eligible
to receive such additional bonus payments (in either cash or stock options) as
may be approved by the Board in its sole discretion. SIGA may
terminate the Amended CEO Employment Agreement with or without cause (as such
term is defined in the Amended CEO Employment Agreement), provided that upon
termination by SIGA without cause (including, without limitation, termination
without cause upon a change in control, as such term is defined in the Amended
CEO Employment Agreement), or termination by Dr. Rose for good reason (as such
term is defined in the Amended CEO Employment Agreement), SIGA will be obligated
to continue to pay Dr. Rose’s base salary for one (1) year, and all stock
options and other stock-based grants to Dr. Rose shall immediately and
irrevocably vest and become exercisable upon the date of termination and shall
remain exercisable for a period of not less than one (1) year from the date of
termination.
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.
SIGA TECHNOLOGIES,
INC.
By: /s/ Thomas N.
Konatich
Name: Thomas N.
Konatich
Title:
Chief Financial Officer
Date: November
17, 2008