Item 8.01 Other Events.
In the past month, Dr. Ruediger Naumann-Etienne, the Company's Chairman of
the Board, and Mr. John R. Hinson, the Company's President and Chief Executive
Officer, have each established Rule 10b5-1 sales plans for shares of the
Company's common stock. Rule 10b5-1 requires, among other things, that the
trading plans be established only at a time when the officer is not aware of
material, nonpublic information. The plans specify the term of the plans, which
for each officer is 18 months, the numbers of shares to be sold, and the times
and prices at which shares may be sold. The shares to be sold will be acquired
upon the exercise of a portion of stock options which were granted to each of
Dr. Naumann-Etienne and Mr. Hinson from 2000 to 2003. The majority of these
options were granted in 2000 and are due to expire in 2010 based on their
ten-year life.
If all conditions of the plans are met, the aggregate number of shares that
may be sold under the plans would be 180,000 for each of Dr. Naumann-Etienne and
Mr. Hinson, which would equal approximately 35% and 29%, respectively, of the
aggregate number of shares, including vested and unvested equity awards, each
officer holds as of November 12, 2008.