UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 21, 2011
VOLCANO CORPORATION
(Exact name of registrant as specified in its charter)
| Delaware | 000-52045 | 33-0928885 | ||
| (State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(I.R.S. Employer Identification No.) | ||
| 3661 Valley Centre Drive, Suite 200 San Diego, California |
92130 | |||
| (Address of principal executive offices) | (Zip Code) | |||
(800) 228-4728
(Registrant’s telephone number, including area code)
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 communications 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)) |
Explanatory Note
This amendment on Form 8-K/A is being filed to correct a typographical error in Item 5.02 of the Form 8-K previously filed by Volcano Corporation with the Securities and Exchange Commission on March 22, 2011 (the “Original 8-K”). This amendment on Form 8-K/A amends and restates in its entirety Item 5.02 of the Original 8-K.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e)
2011 Base Salaries
On March 21, 2011, the independent members of the Board of Directors (the “Board”) of Volcano Corporation (the “Company”) approved annual base salaries for certain of the Company’s “named executive officers” (as defined under applicable securities laws) for fiscal year 2011, effective January 1, 2011.
The following table sets forth the 2011 base salaries approved for certain named executive officers of the Company:
| Named Executive Officer |
Title |
2011 Base
Salary ($) |
||||
| R. Scott Huennekens |
President and Chief Executive Officer |
$ | 550,000 | |||
| John T. Dahldorf |
Chief Financial Officer and Secretary |
318,270 | ||||
| David Sheehan |
President, IVUS and FM Business |
318,270 | ||||
| Michel E. Lussier |
Group President, Advanced Imaging Systems, Scientific Affairs, and EMEA |
394,714 | ||||
2010 Cash Bonuses
On March 21, 2011, the independent members of the Board approved cash bonuses to be paid to certain named executive officers for performance in the year ended December 31, 2010.
The following table sets forth the cash bonuses granted to certain named executive officers:
| Named Executive Officer |
2010 Bonus ($) | |||
| R. Scott Huennekens |
$ | 636,000 | ||
| John T. Dahldorf |
200,000 | |||
| David Sheehan |
185,400 | |||
| Michel E. Lussier |
91,972 | |||
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.
| VOLCANO CORPORATION | ||||||
| By: | /s/ Darin Lippoldt | |||||
| Darin Lippoldt Senior Vice President and General Counsel | ||||||
| Dated: March 25, 2011 | ||||||