Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On December 15, 2008, BioMed Realty Trust, Inc. announced the promotion of
Kent Griffin to President and Chief Operating Officer. Mr. Griffin will oversee
the day-to-day operational activities and execution of the company's business
plan and will continue to serve as the company's Chief Financial Officer.
Mr. Griffin, age 39, has served as BioMed's Chief Financial Officer since
March 2006. Prior to that, Mr. Griffin was a Senior Vice President in the real
estate investment banking group at Raymond James & Associates, Inc., where he
was a responsible for advising real estate clients on public and private equity
and debt issuance, mergers and acquisitions, and other services. Prior to
joining Raymond James, Mr. Griffin served with JP Morgan in its global real
estate investment banking group and with Arthur Andersen LLP in its real estate
services group. In connection with this promotion, Alan D. Gold relinquished the
title of President and will retain the titles of Chairman and Chief Executive
Officer of the company.
In addition, Jonathan P. Klassen, previously BioMed's Vice President, Legal,
was promoted to the position of Vice President, Legal and Secretary, and Kevin
M. Simonsen, previously BioMed's Senior Real Estate Counsel, was promoted to the
position of Vice President, Real Estate Counsel.
On December 15, 2008, BioMed entered into amendments to the amended and
restated employment agreements with its named executive officers to reflect the
title changes described in this Item 5.02 and to ensure that certain payments to
be made pursuant to the employment agreements will be exempt from or comply with
the requirements of Section 409A of the Internal Revenue Code of 1986, as
amended. In addition, the amended employment agreement with Gary A. Kreitzer,
BioMed's Executive Vice President and General Counsel, provides that
Mr. Kreitzer will receive an annual base salary of $100,000 commencing on
January 1, 2009.
Copies of the amendments to the amended and restated employment agreements
are filed as Exhibits 10.1, 10.2, 10.3, 10.4 and 10.5 hereto and incorporated
herein by reference. The foregoing descriptions of the amendments to the amended
and restated employment agreements are qualified in their entirety by reference
to the full text of the agreements.
Item 9.01 Financial Statements and Exhibits.
(d) The following exhibits are filed herewith:
Exhibit
Number Description of Exhibit
10.1 Amendment to the Amended and Restated Employment Agreement dated as of
December 15, 2008 between BioMed Realty Trust, Inc. and Alan D. Gold.
10.2 Amendment to the Amended and Restated Employment Agreement dated as of
December 15, 2008 between BioMed Realty Trust, Inc. and R. Kent
Griffin, Jr.
10.3 Amendment to the Amended and Restated Employment Agreement dated as of
December 15, 2008 between BioMed Realty Trust, Inc. and Gary A.
Kreitzer.
10.4 Amendment to the Amended and Restated Employment Agreement dated as of
December 15, 2008 between BioMed Realty Trust, Inc. and Matthew G.
McDevitt.
10.5 Amendment to the Amended and Restated Employment Agreement dated as of
December 15, 2008 between BioMed Realty Trust, Inc. and John F.
Wilson, II.
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