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): May 11, 2007
Pierre Foods, Inc.
(Exact name of Registrant as specified in its charter)
North Carolina | | 0-7277 | | 56-0945643 |
(State or other jurisdiction of | | (Commission | | (IRS Employer |
incorporation or organization) | | File Number) | | Identification No.) |
9990 Princeton Road, Cincinnati, OH | | 45246 |
(Address of principal executive offices) | | (Zip code) |
513-874-8741
(Registrant’s telephone number including area code)
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)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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 May 11, 2007, the Board of Directors of Pierre Foods, Inc. (the “Company”), upon recommendation of its Compensation Committee, approved an increase in the annual base salary of Robert C. Naylor, the Company’s Senior Vice President of Sales and Marketing, from $265,738 per year to $292,312 per year. The increase was retroactive to March 1, 2007.
Effective May 16, 2007, the Board of Directors of the Company, upon recommendation of its Compensation Committee, adopted the Pierre Foods, Inc. Fiscal 2008 Executive Incentive Compensation Plan (the “Plan”). The Plan is applicable to the Company’s President and Chief Executive Officer, Chief Financial Officer, Senior Vice President of Sales and Marketing, and certain non-executive employees of the Company. Under the Plan, a participant’s potential award is stated as a percentage of the participant’s base salary and all awards are payable in cash.
In addition, the Board of Directors of the Company, upon recommendation of the Compensation Committee, set performance objectives upon which payments under the Plan will be based for the Company’s fiscal year ending March 1, 2008 and targeted award amounts for participants. Awards are based upon adjusted earnings before interest, taxes, depreciation and amortization (“EBITDA”) for all participants in the Plan other than the Vice Presidents of the Company’s Sales Divisions and for such Vice Presidents, awards are based upon EBITDA and direct contribution (net sales less standard cost of goods sold, and direct expenses), weighted 50% EBITDA and 50% direct contribution.
The Company’s President and Chief Executive Officer, Senior Vice President of Sales and Marketing, and Chief Financial Officer may earn 200% of their salary if targeted performance objectives are met, and all other participants may earn 100% of their salary if targeted performance objectives are met. If the performance objectives are exceeded, all participants may earn an unlimited amount based upon the actual performance objectives for both EBITDA and direct contribution.
A copy of the Plan is included herein as Exhibit 10.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
(10) | | Material Contracts. |
| | |
10.1 | | Pierre Foods, Inc. Fiscal 2008 Executive Incentive Compensation Plan. |
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, thereunto duly authorized.
| PIERRE FOODS, INC. |
| | |
| | |
Date: | May 16, 2007 | | By | /s/ Joseph W. Meyers |
| | Joseph W. Meyers |
| | Chief Financial Officer |
| | | | |
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