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) May 23, 2005
Commission File Number: 1-14222
SUBURBAN PROPANE PARTNERS, L.P.
(Exact name of registrant as specified in its charter)
Delaware 22-3410353
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(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
240 Route 10 West
Whippany, New Jersey 07981
(973) 887-5300
(Address, including zip code, and telephone number, including
area code, of registrant's principal executive offices)
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. DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF PRINCIPAL OFFICERS
(c) Appointment of Principal Officers.
Suburban Propane Partners, L.P. (the "Partnership") announced that the following
executives have been elected by the Board of Supervisors of the Partnership in
the capacities indicated below, effective May 23, 2005:
o Michael J. Dunn Jr., Senior Vice President, Corporate Development, has
been appointed President of the Partnership. He will continue to
report to Mark A. Alexander, Chief Executive Officer, and maintain his
responsibility as a member of the Board of Supervisors. Mr. Dunn, age
55, has been with the Partnership since March 1997 after an 18-year
career with Goldman Sachs.
o Dennis W. Trautman has been named Chief Operating Officer, reporting
to Michael J. Dunn, Jr. In this expanded role, he will be responsible
for implementation and execution of the Partnership's operational
goals and objectives. Prior to joining the Partnership in December
2003 as Managing Director, Northeast Operations, Mr. Trautman, age 46,
served as Chief Operating Officer of Agway Energy Products, LLC.
o Douglas T. Brinkworth has been promoted to Vice President - Supply,
reporting to Michael J. Dunn, Jr. Mr. Brinkworth, age 43, joined the
Partnership in April 1997 after a nine year career with Goldman Sachs.
Since then he has assumed a progressive leadership role in the product
supply area to the level of Managing Director.
o Michael A. Stivala, Controller of the Partnership, will assume the
additional responsibility of Chief Accounting Officer and will
continue to report to Robert M. Plante, Vice President & Chief
Financial Officer. Mr. Stivala, age 36, joined the Partnership in
December 2001 from PricewaterhouseCoopers where he was Senior Manager,
Assurance & Business Advisory Services. Since joining Suburban he has
been instrumental in leading the activities associated with
Sarbanes-Oxley Act compliance.
The elected officers receive a base salary as determined annually by the
Partnership's Compensation Committee based on recommendations from their
immediate supervisors and participate in the Partnership's annual incentive
bonus and other incentive compensation plans on the same basis as other eligible
employees. The elected officers also participate in the Partnership's Severance
Protection Plan which provides sixty five weeks compensation, plus bonus
equivalent, in the event their employment is terminated within one year
following a change of control, provided, that in lieu of participation in this
plan, Mr. Dunn is entitled to receive seventy eight weeks compensation, plus
bonus equivalent, pursuant to the terms of a separate agreement with the
Partnership. In addition, in connection with the Partnership's December 2003
acquisition of certain of the businesses and assets of Agway Inc., Mr. Trautman
was provided a severance agreement pursuant to which he would receive two years
of compensation at a fixed rate if his employment were for any reason terminated
during the two-year period ending December 24, 2005.
ITEM 7.01. REGULATION FD DISCLOSURE
On May 23, 2005, the Partnership issued a press release announcing four
executive appointments (the "Press Release"). A copy of the Press Release has
been furnished as Exhibit 99.1 to this Current Report.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits.
99.1 Press Release of Suburban Propane Partners, L.P. dated May 23, 2005,
announcing four executive appointments.
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.
May 23, 2005 SUBURBAN PROPANE PARTNERS, L.P.
By: /s/ Janice G. Sokol
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Name: Janice G. Sokol
Title: Vice President, General Counsel
and Secretary
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EXHIBITS
Exhibit No. Exhibit
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99.1 Press Release of Suburban Propane Partners, L.P. dated
May 23, 2005, announcing four executive appointments.
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