Current Report Filing (8-k)
August 18 2015 - 5:02PM
Edgar (US Regulatory)
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): August 14, 2015
XENOPORT, INC.
(Exact
name of registrant as specified in its charter)
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Delaware |
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000-51329 |
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94-3330837 |
(State or Other Jurisdiction
of Incorporation) |
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(Commission
File Number) |
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(IRS Employer
Identification No.) |
3410 Central Expressway
Santa Clara, California 95051
(Address of Principal Executive Offices) (Zip Code)
Registrants telephone number, including area code: (408) 616-7200
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Section 5Corporate Governance and Management
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On August 14, 2015, the Board of Directors (the Board) of XenoPort, Inc. (the Company),
upon the recommendation of the Compensation Committee of the Board, approved a base salary increase for and the grant of certain equity awards to Vincent J. Angotti, the Companys Chief Operating Officer, to improve the retention value of
Mr. Angottis compensatory arrangements with the Company. In particular, the Board approved an increase in Mr. Angottis annual base salary to $500,000, and approved the grant of a stock option to purchase 118,540 shares of the
Companys common stock (the Option) and the grant of a restricted stock unit award covering 151,516 shares of the Companys common stock (the RSUs). The Option and the RSUs were granted under the Companys 2014
Equity Incentive Plan previously approved by the Companys stockholders. The Option carries a per share exercise price of $6.47, the closing sales price of the Companys common stock on the August 14, 2015 grant date, and will vest in
a series of forty-eight successive equal monthly installments over the four-year period measured from the August 14, 2015 grant date, subject to continuous service. The RSUs will vest in four equal annual installments on each anniversary of the
August 14, 2015 grant date, subject to continuous service. Each of the Option and the RSUs are also subject to vesting acceleration under certain circumstances as set forth in the previously-disclosed severance rights agreement between the
Company and Mr. Angotti.
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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XENOPORT, INC. |
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(Registrant) |
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Dated: August 18, 2015 |
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By: |
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/s/ William G. Harris |
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William G. Harris |
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Senior Vice President of Finance and |
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Chief Financial Officer |
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