8-KMaterial AgreementsExhibits & Filings

DEERE & CO 8-K Report, Material Agreement (Feb 22, 2006)

Filed February 22, 2006For Securities:DE

Summary

Deere & Company (DE) filed an 8-K on February 22, 2006, reporting on the approval of amendments to its John Deere Omnibus Equity and Incentive Plan at the Annual Meeting of Stockholders held on the same date. The primary purpose of these amendments is to increase the share pool available for employee compensation awards and to extend the plan's duration. Key changes include the authorization of an additional 8.25 million shares for awards, adjustments to how shares are counted for different award types (specifically, a 2.5:1 ratio for full-value awards), and an extension of the plan's term by three years, through December 31, 2011. These adjustments are designed to ensure the company can continue to incentivize its salaried employees and executive officers through various equity-based compensation instruments, including stock options, stock appreciation rights, and performance-based awards, thereby aligning employee interests with those of shareholders.

Key Highlights

  • 1Stockholders approved amendments to the John Deere Omnibus Equity and Incentive Plan on February 22, 2006.
  • 2An additional 8,250,000 shares of common stock were authorized for awards under the Plan.
  • 3The Plan's term was extended by three years, now valid until December 31, 2011.
  • 4A new rule was implemented where 2.5 shares are deducted from the authorized pool for each full-value award (e.g., restricted stock), replacing a previous 1,000,000-share limit for such awards.
  • 5The amendments aim to ensure the company can continue to grant equity-based compensation to salaried employees and executive officers.
  • 6The Compensation Committee of the Board will continue to administer the Plan, overseeing award grants and interpretations.
  • 7The Plan allows for various award types including stock options, stock appreciation rights, restricted stock, and performance awards.

Frequently Asked Questions

The main purpose of the amendments is to increase the number of shares available for equity awards to employees and to extend the life of the plan, ensuring that Deere & Company can continue to utilize equity-based compensation as a tool for attracting, retaining, and motivating its salaried employees and executive officers.

An additional 8,250,000 shares of common stock have been authorized for awards under the amended John Deere Omnibus Equity and Incentive Plan.

The term of the John Deere Omnibus Equity and Incentive Plan has been extended by three years, and it will now remain in effect until December 31, 2011.

The amendments introduce a new rule where the number of authorized shares for the Plan will be reduced by approximately 2.5 shares for each share awarded in the future for 'full value' awards, such as restricted stock, restricted stock units, and performance awards. This replaces a prior separate limit specifically for these types of awards.