8-KMaterial AgreementsExhibits & Filings

EMCOR Group, Inc. 8-K Report, Material Agreement (Dec 16, 2005)

Filed December 16, 2005For Securities:EME

Summary

EMCOR Group, Inc. (EME) has filed an 8-K report on December 16, 2005, to announce the adoption of its Long-Term Incentive Plan (the "Plan") effective for the 2006 plan year. This plan is designed to motivate and retain key executive talent by linking compensation to the company's long-term financial performance and stock value. The Plan primarily focuses on granting restricted stock units (Stock Units) and performance-based cash awards to members of the Executive Management Committee. Stock Units generally vest over three years and are tied to the company's stock performance, while cash awards are contingent upon achieving specified aggregate earnings per share objectives over multi-year periods. This initiative underscores EMCOR's commitment to aligning executive interests with those of its shareholders through performance-driven incentives.

Key Highlights

  • 1EMCOR Group, Inc. adopted a new Long-Term Incentive Plan (the "Plan") effective for the 2006 plan year.
  • 2The Plan aims to foster long-term financial success and retain key management personnel.
  • 3Participants will receive restricted stock unit awards (Stock Units) which generally vest over three years.
  • 4The Plan includes performance-based cash awards tied to achieving aggregate earnings per share objectives over three-year and two-year periods.
  • 5Participation is primarily for members of the Executive Management Committee, with specific 'Class A' and 'Class B' participant designations.
  • 6Stock Units and cash awards are subject to forfeiture or proration if employment is terminated under certain conditions (e.g., termination for 'Cause' or by the employee without 'Good Reason').
  • 7The plan is designed to comply with Section 162(m) of the Internal Revenue Code regarding deductibility of performance-based compensation, contingent on shareholder approval of the associated 2005 Management Stock Incentive Plan.

Frequently Asked Questions

The primary purpose of the Plan is to foster and promote EMCOR's long-term financial success and increase shareholder value by strengthening its ability to retain and motivate superior senior management through performance-related incentives linked to business performance and stock value.

Compensation is provided through two main mechanisms: restricted stock unit awards (Stock Units) that generally vest over three years, and performance-based cash awards tied to achieving specific aggregate earnings per share objectives over multi-year periods (three-year and two-year periods).

Eligibility is primarily for members of EMCOR's Executive Management Committee. The plan designates specific individuals as 'Class A' and 'Class B' participants, with the Compensation Committee having discretion to designate other individuals as participants for a particular plan year.

Unvested Stock Units are generally forfeited if employment is terminated by the company for 'Cause' or by the employee for reasons other than 'Good Reason', 'Disability', or 'Retirement' (after three years of the plan being in effect). Cash awards may be forfeited or prorated depending on the circumstances and timing of termination relative to the performance periods.