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 13, 2010
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 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF
PRINCIPAL OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
On October 13, 2010, the Compensation Committee of the Board of Directors of A. Schulman, Inc.
(the Company) approved a cash bonus plan (the 2011 Bonus Plan) for the Companys executive
officers, including its Named Executive Officers (NEOs).
The 2011 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 2011 Bonus Plan for each of the
Companys NEOs are as follows:
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2011 |
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Target Bonus Opportunity |
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Named Executives Officer |
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(as a % of base salary) |
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Joseph M. Gingo |
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100 |
% |
Paul F. DeSantis |
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55 |
% |
Bernard Rzepka |
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50 |
% |
David C. Minc |
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50 |
% |
Kim L. Whiteman |
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40 |
% |
For each of the NEOs, 100% of each executives 2011 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 2011 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, DeSantis, Minc and Whiteman, 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 40.0% weighting and
Days of Working Capital receiving a 20.0% weighting. For Mr. Rzpeka, his 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 60%; (2)
European Days of Working Capital 15%; (3) consolidated worldwide Net Income 10%; (4)
consolidated worldwide Operating Income 10%; and (5) consolidated worldwide Days of Working
Capital 5%. Under the 2011 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.