UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 15, 2008
Patriot Coal Corporation
(Exact name of registrant as specified in its charter)
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| Delaware | | 001-33466 | | 20-5622045 |
(State or other jurisdiction
of incorporation) | | (Commission
File Number) | | (IRS Employer
Identification No.) |
| | | |
| 12312 Olive Boulevard, Suite 400 | | 63141 |
| St. Louis, Missouri | | (Zip Code) |
| (Address of principal executive offices) | | |
Registrant’s telephone number, including area code:(314) 275-3600
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. below):
| o | | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| o | | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| o | | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| 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.
Effective December 15, 2008, Patriot Coal Corporation (“Patriot”) awarded its President and Chief Operating Officer, Paul H. Vining, 32,820 restricted stock units (the “Award”) under Patriot’s 2007 Long-Term Equity Incentive Plan (the “Plan”). The Award is time based and fully vests on the fourth anniversary of the grant date, at which time Mr. Vining will receive a distribution of a number of shares of Patriot common stock equal to the Award. The Award will fully vest sooner if Mr. Vining terminates employment with or stops providing services to Patriot because of death or disability, or if a change in control occurs (as such term is defined in the Plan). The Award will be forfeited if Mr. Vining terminates his employment with or stops providing services to Patriot for any reason other than death or disability prior to the time the Award becomes vested. The Award will be subject to the terms and conditions of the Plan as well as an award agreement to be entered into with Mr. Vining. The Plan is listed as Exhibit 10.1 to this Current Report on form 8-K.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
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| Exhibit No. | | Description of Exhibit |
| | | | | |
| | 10.1 | | | Patriot Coal Corporation 2007 Long-Term Equity Incentive Plan (Incorporated by reference to Exhibit 10.17 of the Registrant’s Current Report on Form 8-K, filed on October 25, 2007). |
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.
Dated: December 19, 2008
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| | PATRIOT COAL CORPORATION
| |
| | By: | /s/ Joseph W. Bean | |
| | | Joseph W. Bean | |
| | | Senior Vice President, General Counsel & Corporate Secretary | |
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