ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers On October 1, 2008, the Company's Board of Directors amended the Minrad International, Inc. Management Incentive and Retention Plan (MIRP).
Pursuant to the amendments, the size of the MIRP pool (the "Pool") will now be equal to the total consideration received on a sale of the Company minus the amount required to retire the total long term indebtedness of the Company determined in accordance with GAAP, multiplied by 2%. A participating manager will not receive less than the equivalent of 100% of that manager's annual base salary, provided that the total amount of the Pool is large enough to cover such payments.
In addition, David DiGiacinto has been added to the participating managers who are entitled to receive benefits pursuant to the terms of the MIRP.