8-KLeadership ChangesExhibits & Filings

WASTE MANAGEMENT INC 8-K Report, Executive Changes (May 12, 2009)

Filed May 12, 2009For Securities:WM

Summary

Waste Management Inc. (WM) filed an 8-K on May 11, 2009, reporting on events from May 8, 2009. The primary focus of this filing is the approval of the 2009 Stock Incentive Plan by the company's stockholders at the Annual Meeting. This new plan replaces the 2004 Stock Incentive Plan, which is set to expire in May 2009. The 2009 Plan allows for the granting of various equity-based and cash awards to eligible employees, including executive officers, and also to non-employee directors. The plan's authorization for share usage is based on the remaining available shares under the previous plan, plus any shares that may become available from forfeitures or cancellations of prior awards. Additionally, an amendment to the 2009 Plan was approved to ensure that deferrals of Stock Awards are administered in accordance with the company's existing 409A Deferral Plan, clarifying the process for deferred compensation.

Key Highlights

  • 1Waste Management's stockholders approved the 2009 Stock Incentive Plan at the Annual Meeting on May 8, 2009.
  • 2The 2009 Plan replaces the 2004 Stock Incentive Plan, which expires on May 14, 2009.
  • 3The new plan allows for awards such as stock options, stock appreciation rights, stock awards, cash awards, and performance share awards.
  • 4Eligible recipients include company employees (including named executive officers) and non-employee directors.
  • 5The number of shares authorized for the 2009 Plan is based on the remaining shares available under the 2004 Plan, plus potential forfeited shares.
  • 6An amendment was made to Section 9(b) of the 2009 Plan to align deferrals of Stock Awards with the company's 409A Deferral Savings Plan.

Frequently Asked Questions

The main purpose of this 8-K filing is to report the approval of Waste Management's 2009 Stock Incentive Plan by its stockholders at the Annual Meeting. This plan is designed to provide equity-based and cash compensation to employees and directors.

The 2009 Plan is essentially a continuation and replacement of the 2004 Plan, which was expiring. It allows for similar types of awards (stock options, stock appreciation rights, stock awards, cash awards, performance shares) and maintains the share authorization based on the remaining pool from the prior plan plus potential forfeitures.

Awards under the 2009 Plan can be granted to eligible employees, including the company's named executive officers, as well as to non-employee directors.

The amendment to Section 9(b) ensures that any deferred amounts related to Stock Awards will be handled in accordance with the company's 409A Deferral Savings Plan. This is important for tax compliance and clarity regarding deferred compensation.