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 27, 2013
GENTHERM INCORPORATED
(Exact name of registrant as specified in its charter)
| Michigan | 0-21810 | 95-4318554 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||
| 21680 Haggerty Road, Ste. 101, Northville, MI | 48167 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (248) 504-0500
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 follow provisions:
| ¨ | 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 250.13e-4(c)) |
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On June 27, 2013, the Compensation Committee of the Company’s Board of Directors approved the forms of a Stock Option Award Agreement, Stock Appreciation Right Award Agreement and Restricted Stock Award Agreement for grants to participants in the Gentherm Incorporated 2013 Equity Incentive Plan (the “2013 Plan”). Copies of the forms of award agreements are attached hereto as Exhibits 10.1, 10.2 and 10.3, respectively, and are incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits |
Number | Description | |
| 10.1 | Form of Gentherm Incorporated 2013 Equity Incentive Plan Stock Option Award Agreement | |
| 10.2 | Form of Gentherm Incorporated 2013 Equity Incentive Plan Stock Appreciation Right Award Agreement | |
| 10.3 | Form of Gentherm Incorporated 2013 Equity Incentive Plan Restricted Stock Award Agreement | |
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.
| GENTHERM INCORPORATED | ||
| By: | /s/ Kenneth J. Phillips | |
| Kenneth J. Phillips | ||
| Vice-President and General Counsel | ||
Date: June 27, 2013
Exhibit Index
Number | Description | |
| 10.1 | Form of Gentherm Incorporated 2013 Equity Incentive Plan Stock Option Award Agreement | |
| 10.2 | Form of Gentherm Incorporated 2013 Equity Incentive Plan Stock Appreciation Right Award Agreement | |
| 10.3 | Form of Gentherm Incorporated 2013 Equity Incentive Plan Restricted Stock Award Agreement | |