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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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): April 22, 2008
VCA ANTECH, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 001-16783 95-4097995
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
12401 West Olympic Boulevard
Los Angeles, California 90064-1022
(Address of Principal Executive Offices, Zip Code)
(310) 571-6500
(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))
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ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN
OFFICERS.
AMENDED SEVERANCE AGREEMENT
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On April 25, 2008, VCA Antech, Inc. (the "COMPANY") entered into a letter
agreement (the "AMENDED AGREEMENT") with Neil Tauber, the Company's Senior Vice
President of Development, which amended and restated his severance agreement
dated March 3, 2003. The Compensation Committee approved the terms and
conditions of the Amended Agreement on April 22, 2008. Pursuant to the Amended
Agreement, the Company agreed to provide to Mr. Tauber certain payments and
benefits in the event Mr. Tauber's employment with the Company is terminated,
including:
o If Mr. Tauber's employment is terminated due to his death or
disability, the Company will pay Mr. Tauber: (i) a lump sum payment
equal to his accrued and unpaid salary and other compensation and his
accrued and unused vacation and sick pay; and (ii) within 30 days of
the date of termination, a lump sum payment equal to the amount he
would have earned as base salary during the two years following the
termination date. In addition, the Company will continue to provide
specified benefits and perquisites, the vesting of
non-performance-based equity awards held by Mr. Tauber will accelerate
and the vesting of performance-based equity awards held by Tauber, to
the extent they otherwise vest upon attainment of specified
performance goals but for the termination of Mr. Tauber's employment,
will vest as provided by such performance award.
o If Mr. Tauber terminates his employment for "Good Reason," if the
Company terminates his employment without "Cause," or Mr. Tauber's
employment is terminated in the event of a "Change in Control" (as
each term is defined in the Amended Agreement), the Company will pay
Mr. Tauber: (i) a lump sum payment equal to his accrued and unpaid
salary and other compensation and his accrued and unused vacation and
sick pay; and (ii) within 30 days of the date of termination, a lump
sum payment equal to the sum of the amount he would have earned as
base salary during the two years following the termination date and an
amount equal to two times Mr. Tauber's average annual bonus. In
addition, the Company will continue to provide specified benefits and
perquisites, the vesting of non-performance-based equity awards held
by Mr. Tauber will accelerate and the vesting of performance-based
equity awards held by Mr. Tauber, to the extent they otherwise vest
upon attainment of specified performance goals but for the termination
of Mr. Tauber's employment, will vest as provided by such performance
award.
o If Mr. Tauber's employment is terminated for any reason, the Company
will pay Mr. Tauber an amount equal to the cash amount that would
otherwise have become payable to Mr. Tauber under the Cash Incentive
Plan (as defined in the Amended Agreement) for any performance period
that includes the date of termination, pro rated through the date of
termination, conditioned on the attainment of any performance goal(s)
specified for such performance award and payable when otherwise
payable pursuant to the Cash Incentive Plan.
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The foregoing description is qualified in its entirety by reference to the
Amended Agreement, a copy of which is attached to this Form 8-K as Exhibit 10.1
and incorporated herein by reference.
AWARD OF CASH BONUS
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On April 22, 2008, the Compensation Committee of the Board of Directors of
the Company approved a cash bonus award for Dawn Olsen, the Company's Principal
Accounting Officer, Vice President and Controller, in the amount of $41,000.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
EXHIBIT NO. DESCRIPTION
10.1 Letter Agreement, dated April 25, 2008, by and between VCA Antech,
Inc. and Neil Tauber.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, Registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
April 28, 2008 VCA ANTECH, INC.
By: /s/ Robert L. Antin
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Name: Robert L. Antin
Title: President & Chief Executive Officer
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
10.1 Letter Agreement, dated April 25, 2008, by and between VCA Antech,
Inc. and Neil Tauber.