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ALIGN TECHNOLOGY INC Regulatory Filings 2012

Feb 6, 2012

30658_rns_2012-02-06_536cc981-ad61-483a-85f1-e61230a2b3b2.zip

Regulatory Filings

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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) January 31, 2012

ALIGN TECHNOLOGY, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

0-32259 94-3267295
(Commission File Number) (IRS Employer Identification No.)
2560 Orchard Parkway, San Jose, California 95131
(Address of Principal Executive Offices) (Zip Code)

(408) 470-1000

(Registrant’s Telephone Number, Including Area Code)

Not applicable

(Former Name or Former Address, if Changed Since Last Report)

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):

¨ 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))

ITEM 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(e) On January 31, 2012, the Compensation Committee of the Board of Directors of the Company (the “Compensation Committee”) authorized the payment of the annual incentive awards (cash bonuses) to the Company’s executive officers. On February 1, 2012, the Board of Directors approved the recommendation of the Compensation Committee with respect to the payment of an annual incentive award to the Company’s chief executive officer. The table below sets forth the annual incentive awards for the Company’s current named executive officers.

Name Annual Incentive Award
Thomas M. Prescott, President, Chief Executive Officer and Director $ 950,000
Kenneth B. Arola, Vice President, Finance and Chief Financial Officer $ 290,538
Len M. Hedge Senior Vice President, Business Operations $ 397,707
Dana Cambra Vice President, Research & Development & Information Technology $ 322,870
Richard Twomey Vice President, International $ 298,535

In addition, an increase to the annual base salaries (effective as of January 1, 2012) of the Company’s executive officers was also approved. The table below sets forth the annual base salary levels for 2012 for the Company’s current named executive officers:

Name 2012 Base Salary
Thomas M. Prescott, President, Chief Executive Officer and Director $ 615,000
Kenneth B. Arola, Vice President, Finance and Chief Financial Officer $ 340,269
Len M. Hedge Senior Vice President, Business Operations $ 375,373
Dana Cambra Vice President, Research & Development & Information Technology $ 349,813
Richard Twomey Vice President, International $ 332,950

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: February 6, 2012
By: /s/ Roger E. George
Roger E. George
Vice President, Legal & Corporate Affairs, General Counsel and Corporate Secretary