Summary
This 8-K filing from Sherwin-Williams (SHW) on October 25, 2005, primarily details changes to the company's compensation structure for non-employee directors and executive officers, alongside the announcement of third-quarter 2005 financial results. For non-employee directors, effective January 1, 2006, annual cash retainers will be introduced or adjusted, along with meeting fees for attendance beyond a certain threshold. Additionally, directors will receive annual restricted stock grants. For executive officers, the company has amended its Management Incentive Plan, increasing the maximum bonus awards available beginning with the 2006 performance year.
Key Highlights
- 1Effective January 1, 2006, non-employee directors will receive an annual cash retainer of $65,000.
- 2Additional annual cash retainers are established for committee chairs: $12,500 for Audit, $10,000 for Compensation, and $7,500 for Nominating and Corporate Governance.
- 3Non-employee directors will be eligible for a meeting fee of $1,750 for attending more than seven board or committee meetings annually.
- 4Annual restricted stock grants valued at approximately $65,000 will be awarded to non-employee directors.
- 5The Sherwin-Williams Company has amended its Management Incentive Plan to increase maximum bonus awards for certain executive officers.
- 6These increased bonus opportunities under the amended Management Compensation Program will be effective for bonuses earned in 2006.
- 7The company also announced its third-quarter 2005 financial results via a press release filed as an exhibit.