DE | 361004130 | |
(State or other jurisdiction of | (IRS Employer | |
incorporation) | Identification No.) |
[ ] 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))
Information to be included in the report
-- Mr. Cherry will receive a severance payment of $1.825 million payable over 12 months beginning 6 months after the Separation Date;
-- all of Mr. Cherry's unvested restricted stock units and shares of restricted stock will fully vest on the Separation Date;
-- Mr. Cherry will be entitled to receive payments under his Performance Share Units (based upon the Company's performance) at the time payment is made to other holders of the Company performance unit awards;
-- Mr. Cherry will receive an additional lump sum severance payment in the amount of $720,000, payable six months and one day after the Separation Date, subject to the Company achieving its 2006 Earnings per Share goal; and
-- Mr. Cherry will receive eighteen months of health benefits, outplacement services, tax and financial planning services and club membership access.
-- All preceding amounts will be subject to applicable withholding taxes.
The Separation Agreement also has provisions regarding noncompetition and non-solicitation of customers and employees of the Company by Mr. Cherry for 18 months following the Separation Date and a release by Mr. Cherry of the Company from any claims that existed or may have existed at any time up to the Separation Date.
R. R. DONNELLEY & SONS COMPANY | ||||||||
Date: October 13, 2006 | By: | /s/ Suzanne S. Bettman | ||||||
Suzanne S. Bettman | ||||||||
Senior Vice President and General Counsel | ||||||||