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 18, 2016
GENMARK DIAGNOSTICS, INC.
(Exact name of registrant as specified in its charter)
Commission File Number: 001-34753
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Delaware | | 27-2053069 |
(State or other jurisdiction of incorporation) | | (I.R.S. Employer Identification No.) |
5964 La Place Court
Carlsbad, California
(Address of principal executive offices, including zip code)
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760-448-4300 |
(Registrant’s telephone number, including area code) |
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(Former Name or Former Address, if Changed Since Last Report) |
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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): |
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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. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On February 18, 2016, the Compensation Committee of the Board of Directors (the “Compensation Committee”) of GenMark Diagnostics, Inc. (the “Company”) adopted the GenMark Diagnostics, Inc. 2016 Bonus Plan (the “2016 Plan”), which provides for the payment to eligible employees, including the Company’s named executive officers (“NEOs”), of cash incentive compensation for the 2016 calendar year performance period. Consistent with past practice, the Compensation Committee established a target bonus for Hany Massarany, the Company’s President and Chief Executive Officer, under the 2016 Plan equal to100% of his annual base salary, and established a target bonus for each of the Company’s other NEOs equal to 50% of their respective 2016 base salaries. Bonuses payable under the 2016 Plan are based on certain financial, commercial, and product development goals as approved by the Compensation Committee. Based on actual performance, a participant in the 2016 Plan may receive between 0% and 200% of his or her target bonus amount under the 2016 Plan. The foregoing description of the 2016 Plan is only a summary, does not purport to be complete, and is qualified in its entirety by reference to the full text of the 2016 Plan, a copy of which is filed hereto as Exhibit 99.1.
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Item 9.01. | Financial Statements and Exhibits. |
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(i) | The following exhibit is filed with this Current Report: |
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Exhibit Number | | Description |
99.1 | | The GenMark Diagnostics, Inc. 2016 Bonus Plan |
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.
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| GENMARK DIAGNOSTICS, INC. |
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Date: February 24, 2016 | /s/ Eric Stier |
| Eric Stier |
| Senior Vice President, General Counsel and Secretary |
EXHIBITS
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Exhibit Number | | Description |
99.1 | | The GenMark Diagnostics, Inc. 2016 Bonus Plan |