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):
January 4, 2008
MONACO COACH CORPORATION
(Exact name of registrant as specified in its charter)
Delaware | | 1-14725 | | 35-1880244 |
(State or other jurisdiction
of incorporation) | | (Commission File Number) | | (IRS Employer
Identification No.) |
91320 Industrial Way,
Coburg, Oregon 97408
(Address of principal executive offices, including zip code)
(541) 686-8011
(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:
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))
Section 5 — Corporate Governance and Management
Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Long-term Incentive Plan Awards
On January 4, 2008, the Compensation Committee (the “Committee”) of the Board of Directors of Monaco Coach Corporation (“Monaco”) granted Restricted Stock Units (RSUs) and Performance Share Awards (PSAs) to Monaco’s executive officers and other key managers in accordance with Monaco’s Long-term Incentive Plan.
The awards to our Named Executive Officers were as follows:
| | Title | | RSU Award | | PSA Award |
Kay L. Toolson | | Chairman of the Board and Chief Executive Officer | | 82,588 | | 82,588 |
John W. Nepute | | President | | 35,630 | | 35,630 |
P. Martin Daley | | Vice President and Chief Financial Officer | | 19,247 | | 19,247 |
Richard E. Bond | | Senior Vice President, Secretary and Chief Administrative Officer | | 11,167 | | 11,167 |
Michael P. Snell | | Vice President of Sales and Marketing | | 10,800 | | 10,800 |
The awards of RSUs to executive officers other than Kay Toolson, Chairman and Chief Executive Officer, and John Nepute, President, vest at the rate of 25% per annum over four years subject to the individual’s continued employment with Monaco. The RSUs awarded to Messrs. Toolson and Nepute incorporate performance targets that must be met for the RSUs to vest and, subject to the satisfaction of the performance target, will vest in full on the third anniversary of the date of grant. The performance targets for Messrs. Toolson and Nepute are a specified Return on Equity for 2008 or, alternatively, a specified average Return on Equity over the three-year period of fiscal 2008-2010.
The awards of PSAs to executive officers (including Messrs. Toolson and Nepute) will be earned based on Monaco achieving target levels of total shareholder return and return on net assets. The performance cycle for these awards is a three-year cycle for fiscal 2008 through fiscal 2010.
All of the foregoing awards were made under Monaco’s 1993 Stock Plan. The form of Restricted Stock Unit Agreement (excluding subsequent immaterial changes) used for the awards of RSUs to the executive officers and key managers (other than Messrs. Toolson and Nepute) was previously filed as Exhibit 10.4 to Monaco’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 8, 2007 (the “Form 10-Q Report”). The form of Restricted Stock Unit Agreement (excluding subsequent immaterial changes) used for the awards of RSUs to Messrs. Toolson and Nepute was previously filed as Exhibit 10.2 to the Form 10-Q Report. The form of Performance Share Agreement (excluding subsequent immaterial changes) used for the awards of PSAs to the executive officers and key managers was previously filed as Exhibit 10.1 to the Form 10-Q Report.
2
SIGNATURE
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.
| MONACO COACH CORPORATION |
| |
Date: January 10, 2008 | /s/ P. Martin Daley |
| P. Martin Daley |
| Vice President and Chief Financial Officer |
3
