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): June 8, 2011
DEL MONTE CORPORATION
(Exact Name of Registrant as Specified in Charter)
| | | | |
| Delaware | | 333-107830-05 | | 75-3064217 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| | | | | | | | | | |
| | | One Maritime Plaza, San Francisco, California | | | | | | 94111 |
| | (Address of Principal Executive Offices) | | | | (Zip Code) |
Registrant’s telephone number, including area code: (415) 247-3000
Not Applicable
(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 (see General Instruction A.2.):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Introductory Note
On March 10, 2011, Del Monte Foods Company filed a Current Report on Form 8-K reporting, among other things, the appointment of Simon E. Brown, Neil Harrison, David Hooper, James M. Kilts, Stephen Ko, Iain Leigh, Kevin A. Mundt, Dean B. Nelson, and Brian K. Ratzan to its board of directors. Each such person was also appointed to the board of directors of Del Monte Corporation, the wholly-owned subsidiary of Del Monte Foods Company. At the time of these original appointments to the boards of directors of Del Monte Foods Company and Del Monte Corporation, membership of the board committees had not been determined. On April 26, 2011, Del Monte Foods Company merged with and into Del Monte Corporation. Del Monte Corporation was the surviving corporation in such merger.
On May 19, 2011, Del Monte Corporation filed a Current Report on Form 8-K reporting, among other things, the appointment of David J. West to its board of directors, effective June 12, 2011. At the time of this appointment to the board of directors of Del Monte Corporation, membership of the board committees had not been determined.
Section 5- Corporate Governance and Management
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 8, 2011, the Board of Directors of Del Monte Corporation established an Audit Committee and a Compensation and Benefits Committee and appointed the following directors as members of such Committees:
Audit Committee
Brian K. Ratzan*
David Hooper
Stephen Ko
Compensation and Benefits Committee
Simon E. Brown*
James M. Kilts
Kevin A. Mundt
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.
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| DEL MONTE CORPORATION |
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| By: | | /s/ James Potter |
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| Name: | | James Potter |
| Title: | | Secretary |
Date: June 9, 2011
