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
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Date of Report (Date of Earliest Event Reported): January 19, 2010
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Emisphere Technologies, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
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000-17758
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13-3306985 |
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(State or other jurisdiction
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(Commission
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(I.R.S. Employer |
of incorporation)
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File Number)
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Identification No.) |
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240 Cedar Knolls Road, Suite 200, |
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Cedar Knolls, New Jersey
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07927 |
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(Address of principal executive offices)
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(Zip Code) |
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Registrants telephone number, including area code: 973-532-8000
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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))
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Item 5.02 |
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Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers; Compensatory Arrangements of Certain Officers |
On January 19, 2010 the Compensation Committee of the Board of Directors of Emisphere
Technologies, Inc. (the Company) approved an increase in salary for each of Michael Garone, the
Companys Chief Financial Officer and Gary Riley, the Companys Vice President, Nonclinical
Development and Applied Biology. Mr. Garones compensation for fiscal 2010 will be $241,644. Mr.
Rileys compensation for fiscal 2010 will be $278,416.
Also on January 19, 2010, the Compensation Committee approved the grant of 20,000 options to
purchase shares of common stock to each of Mr. Garone and Mr. Riley. Such option grants were made
pursuant to the Companys 2007 Stock Award and Incentive Plan. The form of incentive stock option
agreement issued to each of the named executive officers noted above was previously filed as
Exhibit 10.6 to the Companys Form 10-Q, as filed with the Securities and Exchange Commission on
May 7, 2007, and is incorporated herein by reference.
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Item 9.01 |
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Financial Statements and Exhibits |
(c) Exhibits.
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10.1 |
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Form of Incentive Stock Option Agreement under the 2007 Stock Award
and Incentive Plan (incorporated by reference to Exhibit 10.6 of the
Registrants Quarterly Report on Form 10-Q as filed with the
Securities and Exchange Commission on May 7, 2007). |