UNITED STATES
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): October 15, 2009
A. SCHULMAN, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
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0-7459 |
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34-0514850 |
(State or other Jurisdiction of Incorporation) |
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(Commission File Number) |
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(IRS Employer Identification No.) |
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3550 West Market Street, Akron, Ohio
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44333 |
(Address of Principal Executive Offices) |
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(Zip Code) |
Registrants telephone number, including area code: (330) 666-3751
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(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))
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ITEM 5.02 |
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DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS. |
On October 15, 2009, the Board of Directors of A. Schulman, Inc. (the Company), upon the
recommendation of the Compensation Committee of the Board, approved a cash bonus plan (the 2010
Bonus Plan) for the Companys executive officers, including its Named Executive Officers (NEOs).
The 2010 Bonus Plan sets forth target bonus amounts for each participating executive officer,
expressed as a percentage of base salary, and provides for awards ranging from 50% (threshold) to
200% (maximum) of target. The target bonus awards under the 2010 Bonus Plan for each of the
Companys NEOs are as follows:
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Named Executive Officer |
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2010 Bonus Target |
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Joseph M. Gingo, President, Chief Executive Officer and
Chairman
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100% of salary |
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Paul F. DeSantis, Chief Financial Officer, Vice
President and Treasurer
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55% of salary |
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Jack B. Taylor, General Manager and Chief Operating
Officer Asia
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50% of salary |
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Bernard Rzepka, General Manager and Chief Operating
Officer Europe
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50% of salary |
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Walter Belderbos, Chief Financial Officer Europe and
Asia
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40% of salary |
For each of the NEOs, 100% of each executives 2010 bonus opportunity will be dependent upon
the achievement of pre-established worldwide corporate and/or segment performance metrics, with
upward or downward adjustments based upon individual performance. Pursuant to the 2010 Bonus Plan,
performance will be evaluated based upon the following metrics: (1) Net Income; (2) Operating
Income; and (3) Days of Working Capital. For Messrs. Gingo and DeSantis, each of their respective
annual bonus opportunities will be measured by the Companys consolidated worldwide operations,
with Net Income and Operating Income each receiving a 33.0% weighting and Days of Working Capital
receiving a 34.0% weighting. For Mr. Taylor, his respective annual bonus opportunity will be based
upon the performance of the Companys consolidated worldwide operations and its Asian segment, with
the following metric weighting: (1) Asian Operating Income 49.5%; (2) Asian Days of Working
Capital 25.5%; (3) consolidated worldwide Net Income 8.3%; (4) consolidated worldwide
Operating Income 8.3%; and (5) consolidated worldwide Days of Working Capital 8.4%. For
Messrs. Rzpeka and Belderbos, each executives annual bonus opportunity will be based upon the
performance of the Companys consolidated worldwide operations and its European segment, with the
following metric weighting: (1) European Operating Income 49.5%; (2) European Days of
Working Capital 25.5%; (3) consolidated worldwide Net Income 8.3%; (4) consolidated worldwide
Operating Income 8.3%; and (5) consolidated worldwide Days of Working Capital 8.4%. Under
the 2010 Bonus Plan, Mr. Gingo retains authority to adjust award payouts for all directly reporting
executive officers, based upon individual performance, up to 20% more than the calculated award
amount or down to 0% of such award amount.