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 14, 2006 DUSA PHARMACEUTICALS, INC. (Exact name of registrant as specified in its charter) New Jersey 0-19777 22-3103129 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification Number) 25 Upton Drive Wilmington, Massachusetts 01887 (Address of principal executive offices, including ZIP code) (978) 657-7500 (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 (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Securities 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 1.01 - Entry into a Material Definitive Agreement. On February 14, 2006, the Compensation Committee of the Board of Directors of DUSA Pharmaceuticals, Inc. (the "Company") held its regularly scheduled annual compensation review meeting for 2005 and approved the following compensatory arrangements for the Company's "named executive officers" (as defined in Item 402(a)(3) of Regulation S-K): Executive Officer 2005 Cash Bonus 2006 Salary ----------------- --------------- ----------- D. Geoffrey Shulman, Chief Executive Officer and Chairman of the Board $141,920 $416,000 Robert F. Doman, President and Chief Operating Officer $ 85,150 $312,000 Stuart L. Marcus, Vice President, Scientific Affairs and Chief Medical Officer $ 52,750 $269,100 Paul A. Sowyrda, Vice President, Marketing $ 36,580 $206,000 Scott L. Lundahl, Vice President, Regulatory Affairs and Intellectual Property $ 38,550 $197,600 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. DUSA PHARMACEUTICALS, INC. Dated: February 21, 2006 By: /s/ D. Geoffrey Shulman ------------------------------- D. Geoffrey Shulman, MD, FRCPC Chairman of the Board and Chief Executive Officer