Oklahoma | 73-0728053 | |
(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))
On May 19, 2008, the Board of Directors (the "Board") of O.I. Corporation (the "Company") approved an amendment to the Company's 1988 Employee Stock Purchase Plan (the "Plan"). The Plan was amended solely to extend the expiration of the Plan from December 31, 2008 to December 31, 2018. Approximately 130,500 shares of the Company's common stock remain available for issuance under the Plan. A copy of the Plan, as amended, will be filed as an Exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2008.
On May 19, 2008, the Company amended its 2003 Incentive Compensation Plan pursuant to a unanimous vote of the Company's Board of Directors. Prior to the amendment, the 2003 Incentive Compensation Plan provided for an automatic grant of 3,000 restricted shares of the Company's common stock to each non-employee director of the Company upon his ele ction to the Board and an automatic grant of an option to purchase 4,000 shares of the Company's common stock to each non-employee director of the Company effective as of the date of each regular annual meeting at which he was re-elected or continued to serve as a non-employee director. The amendment removes Section 6(b) of the 2003 Incentive Compensation Plan, thereby eliminating all automatic awards of restricted shares and options to non-employee directors of the Company.
All restricted shares and stock options previously awarded to non-employee Directors will remain in effect in accordance with the terms of those grants and options. The amendment of the Plan resulted in no grants of restricted shares or options to purchase shares being awarded at the annual meeting.
A copy of the Amendment to the 2003 Incentive Compensation Plan is filed as Exhibit 10.1 to this Form 8-K and the terms of which are incorporated by reference into this Item 1.01.
A copy of the Restated Bylaws of O.I. Corporation is filed as Exhibit 3.1 to this Form 8-K and the terms of which are incorporated by reference into this Item 5.03.
10.1 Amendment to 2003 Incentive Compensation Plan
O.I. CORPORATION | ||||||||
Date: May 21, 2008 | By: | /s/ J. Bruce Lancaster | ||||||
J. Bruce Lancaster | ||||||||
Chief Executive Officer & Chief Financial Officer | ||||||||
Exhibit No. | Description | |
EX-3.1 | Restated Bylaws of O.I. Corporation dated May 19, 2008 | |
EX-10.1 | Amendment to 2003 Incentive Compensation Plan |