- Current report filing (8-K)
24 April 2009 - 8:05PM
Edgar (US Regulatory)
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:
|
April 24, 2009
April 23, 2009
|
BOISE INC.
(Exact
name of registrant as specified in its charter)
Delaware
(State or other
jurisdiction
of
incorporation)
|
|
001-33541
(Commission
File Number)
|
|
20-8356960
(IRS Employer
Identification
No.)
|
1111 West Jefferson Street, Suite 200
Boise, ID 83702-5388
(Address of
principal executive offices) (Zip Code)
(208) 384-7000
(Registrants
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:
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 5.02
|
Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
|
(e)
Compensatory Arrangements of Certain Officers.
Amendment to Boise Inc. Incentive and
Performance Plan
On April 23, 2009, our shareholders
approved an amendment to Section 3.1 (
Shares Available for
Awards
) of the Boise Inc. Incentive and Performance Plan (the Plan),
which increased the number of shares authorized for issuance under the Plan by
12,000,000 shares, bringing the total number of shares authorized for issuance
under the Plan to 17,175,000.
2009 Equity Awards
On
March 16, 2009, the companys elected officers and key employees,
including the Named Executive Officers shown in the following table, were
granted, at no cost to the employee, time-vesting restricted stock or
restricted stock units under the Boise Inc. Incentive and Performance Plan (the
Plan) pursuant to a Restricted Stock (Restricted Stock Unit) Award
Agreement. These 2009 equity awards were
contingent on shareholder approval of the amendment to the Plan described
above. Twenty percent of the shares or
units will vest on March 15, 2010, 20% will vest on March 15, 2011,
and the remaining 60% will vest on March 15, 2012, subject to the
provisions of the Restricted Stock (Restricted Stock Unit) Award Agreement.
Name
|
|
Restricted Stock
|
|
Restricted Stock Units
|
|
|
|
|
|
|
|
Alexander
Toeldte
|
|
960,000
|
|
|
|
|
|
|
|
|
|
Robert M. McNutt
|
|
398,500
|
|
|
|
|
|
|
|
|
|
Jeffrey P. Lane
|
|
230,000
|
|
|
|
|
|
|
|
|
|
Robert E.
Strenge
|
|
|
|
230,000
|
|
|
|
|
|
|
|
Robert A. Warren
|
|
|
|
290,000
|
|
The
above summaries do not purport to be complete and are subject to and qualified
in their entirety by reference to the text of the Plan and the forms of the
Restricted Stock (Restricted Stock Unit) Award Agreements filed as Exhibits
99.1, 99.2, and 99.3, respectively, to this Report on Form 8-K. Exhibits 99.1, 99.2, and 99.3 are
incorporated by reference into this Item 5.02.
2
Item
9.01
|
Financial
Statements and Exhibits.
|
(d)
Exhibits.
The following exhibits are filed as part of this Report on
Form 8-K:
Exhibit Number
|
|
Description
|
|
|
|
Exhibit 99.1
|
|
Boise Inc. Incentive and Performance Plan, Effective
February 22, 2008 (Amended as of April 23, 2009)
|
|
|
|
Exhibit 99.2
|
|
Form of 2009 Restricted Stock Award Agreement
(Officers)
|
|
|
|
Exhibit 99.3
|
|
Form of 2009 Restricted Stock Unit Award Agreement
(Officers)
|
3
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.
|
BOISE
INC.
|
|
|
|
|
|
By
|
/s/
Karen E. Gowland
|
|
|
Karen
E. Gowland
|
|
|
Vice
President, General Counsel and Corporate Secretary
|
Date:
April 24, 2009
|
|
|
4
Bairnco (NYSE:BZ)
Historical Stock Chart
Von Jun 2024 bis Jul 2024
Bairnco (NYSE:BZ)
Historical Stock Chart
Von Jul 2023 bis Jul 2024