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): February 28, 2011
SFN GROUP, INC.
(Exact name of registrant as specified in its charter)
| | | | |
Delaware | | 1-11997 | | 36-3536544 |
| | | | |
(State or other jurisdiction
of incorporation or organization) | | (Commission
File Number) | | (I.R.S. Employer
Identification No.) |
| | | | |
| 2050 Spectrum Boulevard
Fort Lauderdale, Florida 33309 | |
| (Address, including zip code, of Principal Executive Offices) | |
Registrant’s telephone number, including area code: (954) 308-7600
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 (seeGeneral 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.
On February 28, 2011, the Compensation Committee of the Board of Directors of SFN Group, Inc., a Delaware corporation (the "Company"), approved the Company’s 2011 Variable Pay Plan for Corporate Executive Management (the “Plan”). Under the Plan, the 2011 annual incentive awards for all of our executive officers will be based 80% on adjusted earnings per share (“EPS”) from continuing operations targets and 20% on individual and operational goals. Adjusted EPS goals are reflected in the following chart:
SFN Adjusted EPS (80% of Variable Pay Opportunity) |
Performance Level | Adjusted EPS from Continuing Operations | Payout as % of Target |
Maximum | * | 200 | % |
Plan/Target | * | 100 | % |
Threshold | * | 50 | % |
Below Threshold | * | 0 | % |
*Confidential terms omitted and provided separately to the Securities and Exchange Commission
The 2011 annual incentive award target for each executive officer, expressed as a percentage of the individual’s base salary, is as follows: 100% for Roy G. Krause, 80% for William J. Grubbs and Mark W. Smith, and 60% for John D. Heins.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
Exhibit No. | | Description |
| | |
| | |
10.1 | | SFN Group, Inc. 2011Variable Pay Plan for Corporate Executive Management (portions of this exhibit have been omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment). |
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.
| SFN GROUP, INC.
| |
Date: March 4, 2011 | By: | /s/ Mark W. Smith | |
| | Executive Vice President and
Chief Financial Officer | |
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