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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): February 13, 2007
SELECT MEDICAL CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction of
Incorporation)
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000-32499
(Commission File
Number)
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23-2872718
(I.R.S. Employer
Identification No.) |
4716 Old Gettysburg Road, P.O. Box 2034, Mechanicsburg, PA 17055
(Address of principal executive offices) (Zip Code)
(717) 972-1100
(Registrants 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:
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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)) |
TABLE OF CONTENTS
Item 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e) On February 13, 2007, the Compensation Committee of the Board of Directors of Select Medical
Corporation (the Company) and the Companys parent, Select Medical Holdings Corporation
(Holdings) adopted the Annual Incentive Compensation Plan
Matrix for 2007 for certain of its executive officers (the 2007 Incentive
Compensation Plan). Each of the participants in the 2007 Incentive Compensation Plan has a bonus
target expressed as a percentage of the participants base
salary paid during the year. The target bonus percentage for each of
the named executive officers who participate in the 2007 Incentive
Compensation Plan was set as follows:
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Name of Executive
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Target Bonus Percentage
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Rocco A. Ortenzio
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80% |
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Robert A. Ortenzio
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80% |
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Patricia A. Rice
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50% |
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Martin F. Jackson
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50% |
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Under the 2007 Incentive Compensation Plan, actual awards can range from 0% to 250% of the
participants target bonus percentage amount times a
participants base salary, depending on the Companys financial performance in
2007 as compared to pre-determined goals for return on equity and earnings per share. If the Company does
not achieve its performance goal for either return on equity or earnings per share in 2007, no
awards will be made under the 2007 Incentive Compensation Plan. If both of the performance goals
are met in 2007, the participants will receive cash awards equal to
the target bonus
percentage listed above times the participants base salary. If one or both of the performance goals are exceeded, the participants
may receive cash awards greater than the target bonus percentage listed above, up to a
maximum cash award of 250% of such target bonus percentage multiplied
by such participants base salary, depending upon by what amount each of
the performance goals are exceeded. For example, a participant whose target bonus percentage is
50% is eligible to receive a cash award equal to 125% of the participants base salary if the
maximum cash award of 250% is achieved (i.e., 250% times 50% equals
125%).
SIGNATURE
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, thereunto duly authorized.
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SELECT MEDICAL CORPORATION
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Date: February 20, 2007 |
By: |
/s/ Michael E. Tarvin
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Michael E. Tarvin |
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Senior Vice President, General Counsel and
Secretary |
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