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 23, 2006
GENTA
INCORPORATED
(Exact Name of Registrant
as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
| 0-19635 | 33-0326866 | ||
| (Commission File Number) | (IRS Employer Identification No.) | ||
| Two
Connell Drive Berkeley Heights, NJ |
07922 | ||
| (Address of Principal Executive Offices) | (Zip Code) |
(908)
286-9800
(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:
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a -12) |
| o | Pre -commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d -2(b)) |
| o | Pre -commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 1.01 Entry into a Material Definitive Agreement.
On January 23, 2006, the Compensation Committee of the Board of Directors of Genta Incorporated (the “Company”) set bonuses and option grants for the fiscal year ended December 31, 2005 (“Fiscal 2005”) and salaries for the year ending December 31, 2006 (“Fiscal 2006”) for certain named executive officers of the Company as follows:
| Named Executive |
Position |
Fiscal
2006 Salary |
Fiscal
2005 Bonus |
Fiscal 2005 Option Grant |
| Loretta M. Itri | President, Pharmaceutical Development and Chief Medical Officer | $445,200 | $148,400 | 50,000 |
| Richard J. Moran | Senior Vice-President, Chief Financial Officer and Corporate Secretary | $304,500 | $ 30,000 | 10,000 |
| W. Lloyd Sanders | Vice-President, Sales and Marketing | $260,000 | $ -- | -- |
As previously reported on Form 3 dated January 16, 2006, Mr. Sanders was awarded a grant of an option to acquire 100,000 common shares.
SIGNATURES
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.
| GENTA INCORPORATED | ||||
| Date: | January 27, 2006 | By: | /s/ Richard J. Moran | |
| |
|
|||
| Name: |
Richard J. Moran | |||
| Title: | Senior Vice President, Chief Financial Officer
and Corporate Secretary
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