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): September 8, 2005
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C&D Technologies, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 1-9389 13-3314599
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(State or other (Commission file number) (IRS employer
jurisdiction of identification
incorporation) no.)
1400 Union Meeting Road,
Blue Bell, Pennsylvania 19422
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (215) 619-2700
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N/A
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(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:
[ ] 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 240.13e-4(c))
Item 1.01. Entry into a Material Definitive Agreement
Effective September 12, 2005, C&D appointed William Bachrach, Ph.D., as its
Vice President and General Manager for the Power Electronics Division of C&D.
Dr. Bachrach will be paid a base salary of $225,000 and will have an annual
target bonus under the Management Incentive Compensation Plan of 35% of his base
salary, with a $50,000 guaranteed minimum bonus for fiscal year 2006. The
Compensation Committee approved the grant to Dr. Bachrach of options to purchase
30,000 shares of C&D Common Stock, which options vest upon grant. Dr. Bachrach
will also be entitled to participate in C&D's various health and welfare plans.
Item 1.02. Termination of a Material Definitive Agreement
On September 8, 2005, C&D accepted the resignation of James Dean Johnson as
Vice President, General Manager of the Power Electronics Division of C&D. Mr.
Johnson's resignation is effective as of October 8, 2005, at the conclusion of a
30-day notice period as provided for under his executive employment agreement
dated August 6, 2001.
He will be paid severance equivalent to 11 months base salary and up to
$10,000 for pre-approved outplacement services. Upon termination of his
employment, Mr. Johnson will be bound by certain non-competition and
non-solicitation obligations and will be required to execute a release.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
The following exhibit is filed herewith:
Exhibit No. Description
99.1 Press release issued by C&D Technologies, Inc.
(the "Company") dated September 14, 2005.
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.
C&D TECHNOLOGIES, INC.
Date: September 14, 2005 By: /s/ Stephen E. Markert, Jr.
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Stephen E. Markert, Jr.,
Vice President - Finance and
Chief Financial Officer
EXHIBIT INDEX
Exhibit
Number Description
99.1 Press release dated September 14, 2005, issued by the Company.