SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 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): June 20, 2008
PDI,
INC.
(Exact
name of Registrant as specified in its charter)
|
DELAWARE
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0-24249
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22-2919486
|
|
(State
or other jurisdiction of incorporation)
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
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Saddle
River Executive Centre
1 Route
17 South,
Saddle
River, NJ 07458
(Address
of principal executive offices and zip Code)
(201)
258-8450
Registrant's
telephone number, including area code:
(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:
|_|
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
On June
20, 2008, PDI, Inc. (the “Company”) issued a press release announcing the
retirement of Michael J. Marquard as the Company’s Chief Executive Officer and
as a member of the Company’s Board of Directors, effective
immediately. In connection with Mr. Marquard’s departure, the Company
expects to make cash payments of approximately $869,000 to Mr.
Marquard. In addition, the Company has agreed to accelerate the
vesting of 14,029 shares of common stock previously granted to Mr.
Marquard.
Effective
June 20, 2008, Jeffrey E. Smith, currently the Executive Vice President, Chief
Financial Officer and Treasurer of the Company, has been appointed as interim
Chief Executive Officer. Mr. Smith, age 61, joined the Company as
Executive Vice President, Chief Financial Officer and Treasurer in May 2006.
Immediately prior to joining the Company, Mr. Smith was senior vice president,
finance and chief financial officer of Pliva, Inc., a specialty generic
pharmaceutical company. From 1985 to 2002, Mr. Smith served in various executive
positions with Alpharma, Inc., a global specialty pharmaceutical company. While
with Alpharma, Inc., Mr. Smith was executive vice president, finance and chief
financial officer and, for a three-year period, was responsible for worldwide
operations while serving as acting president and member of the office of the
chief executive. Mr. Smith is a Certified Public Accountant who began his career
with Coopers & Lybrand, now PricewaterhouseCoopers. Mr. Smith
received his B.S. from Fairleigh Dickinson University.
James G.
Farrell, currently the Vice President, Corporate Controller of the Company, has
been appointed as interim Chief Financial Officer of the Company, effective June
20, 2008. Mr. Farrell, age 42, joined the Company in April
2008. Prior to joining the Company, Mr. Farrell was the Vice
President and Corporate Controller of Cambrex Corporation, a publicly traded
global manufacturer and provider of services to life science
companies. From 1994 to 2005, Mr. Farrell served in various
positions, including most recently as Director of Accounting Policy, Procedures
and External Reporting, at Ingersoll-Rand Company, a publicly traded
manufacturer of non-electric machinery and equipment with operations in over 250
locations worldwide. Prior to that, Mr. Farrell was employed with
Ernst & Young LLP. Mr. Farrell is a Certified Public Accountant
and received his B.S. from St. Thomas Aquinas College and an M.B.A. from Fordham
University.
A copy of
the press release is attached as Exhibit 99.1 hereto and is incorporated herein
by reference.
Item
9.01 Financial Statements and Exhibits.
(c) Exhibits
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99.1
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Press
Release dated June 20, 2008.
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*
* * * * * *
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
hereunto duly authorized.
PDI,
INC.
By:
/s/ James G. Farrell
------------------------------------
James
G. Farrell
Chief Financial
Officer
Date:
June 26, 2008
EXHIBIT
INDEX
Exhibit
No. Description
___________ ____________
99.1 Press
Release dated June 20, 2008
EXHIBIT
99.1