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): December 28, 2007
SERVICE CORPORATION INTERNATIONAL
(Exact name of registrant as specified in its charter)
Commission File Number 1-6402-1
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Texas
(State or other jurisdiction of
Incorporation or organization)
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74-1488375
(IRS Employer
Identification No.) |
1929 ALLEN PARKWAY, HOUSTON, TEXAS 77019
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (713) 522-5141
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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 CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF
CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS. |
(e) Entry into a Severance Agreement; Termination of Employment Agreement.
On December 28, 2007, the Company entered into an Executive Retirement and Consulting Agreement and
General Release (the “Retirement Agreement”) with Mr. James M. Shelger, its former Senior Vice
President, General Counsel and Secretary. A copy of the Retirement Agreement is attached hereto as
Exhibit 10.1.
The
Retirement Agreement requires Mr. Shelger to provide
consultation services, without compensation, between December 31,
2007 (the “Retirement Date”) and December 31, 2009. As a retirement payment, Mr. Shelger will
receive a total gross amount of $800,000.00, paid in bi-weekly installments of $15,384.62,
commencing July 1, 2008 and continuing through June 30, 2010. Mr. Shelger will receive a bonus of
$372,000.00, less withholdings, in accordance with the Company’s 2007 Incentive Compensation Plan.
As of the Retirement Date, Mr. Shelger will be vested in 505,500 performance units under the
Company’s Performance Unit Plan. As a severance benefit, Mr. Shelger will also receive a
supplemental bonus payment of $40,000.00, less withholdings. The Retirement Agreement provides
that Mr. Shelger will be entitled to his vested account balance under the Company’s Deferred
Compensation Plan, and the Company shall make an additional contribution to Mr. Shelger’s account
of $147,684.00, which he would have been entitled to under the Company’s standard funding
practices. The Retirement Agreement provides upon the Retirement Date, Mr. Shelger will
immediately become 100% vested in all of his outstanding stock option awards and all services and
transfer restrictions applicable to his restricted stock awards shall lapse. The Retirement
Agreement provides the Company shall pay Mr. Shelger an amount equal to the applicable premium
payments for life insurance polices for the 2008 and 2009 calendar years, increased to reimburse
Mr. Shelger for all applicable taxes. The Retirement Agreement permits Mr. Shelger to continue to
participate in the Company’s group health plan at the premium rate as offered to active employee
through June 30, 2009, and entitles Mr. Shelger to reimbursements of certain medical premium
expenses for the period between July 1, 2009 and December 31, 2009.
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| ITEM 9.01. |
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FINANCIAL STATEMENTS AND EXHIBITS. |
(d) Exhibits.
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| Exhibit 10.1
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Executive Retirement and Consulting Agreement and General Release, dated December 28,
2007, by and between SCI Executive Services, Inc. and James M. Shelger. |