-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LV/G2U/1dAiRCZWvfUw5f3gDEp5Ix+VtOuiTKWEMMlZXXDFPNOQisN6F9dA2OeV2 O0eauOji35DF9QgDz3dFfg== 0001299933-06-002622.txt : 20060412 0001299933-06-002622.hdr.sgml : 20060412 20060412162015 ACCESSION NUMBER: 0001299933-06-002622 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20060410 ITEM INFORMATION: Entry into a Material Definitive Agreement FILED AS OF DATE: 20060412 DATE AS OF CHANGE: 20060412 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHIQUITA BRANDS INTERNATIONAL INC CENTRAL INDEX KEY: 0000101063 STANDARD INDUSTRIAL CLASSIFICATION: AGRICULTURE PRODUCTION - CROPS [0100] IRS NUMBER: 041923360 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-01550 FILM NUMBER: 06756172 BUSINESS ADDRESS: STREET 1: 250 E FIFTH ST CITY: CINCINNATI STATE: OH ZIP: 45202 BUSINESS PHONE: 5137848880 MAIL ADDRESS: STREET 1: CHIQUITA BRANDS INTERNATIONAL, INC. STREET 2: 250 EAST FIFTH STREET CITY: CINCINNATI STATE: OH ZIP: 45202 FORMER COMPANY: FORMER CONFORMED NAME: UNITED BRANDS CO DATE OF NAME CHANGE: 19900403 8-K 1 htm_11623.htm LIVE FILING Chiquita Brands International, Inc. (Form: 8-K)  

 


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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):   April 10, 2006

Chiquita Brands International, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

     
New Jersey 1-1550 04-1923360
_____________________
(State or other jurisdiction
_____________
(Commission
______________
(I.R.S. Employer
of incorporation) File Number) Identification No.)
      
250 East Fifth Street, Cincinnati, Ohio   45202
_________________________________
(Address of principal executive offices)
  ___________
(Zip Code)
     
Registrant’s telephone number, including area code:   513-784-8000

Not Applicable
______________________________________________
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.

On April 11, 2006, Chiquita Brands International, Inc. ("Chiquita") announced that Robert W. Olson, 60, senior vice president, general counsel and secretary, has decided to retire from the company at year end. The company also announced that James E. Thompson, 45, has joined Chiquita as senior vice president and chief compliance officer and that on July 1, 2006, Mr. Thompson will succeed Mr. Olson as general counsel and secretary.

Effective April 10, 2006, the Compensation & Organization Development Committee of Chiquita’s Board of Directors has approved an annual base salary for Mr. Thompson of $330,000 and the grant to him of shares of restricted Chiquita stock having a fair market value of $215,000. The restricted stock will have a two-year vesting period and otherwise be subject to the terms and conditions of the Chiquita Stock and Incentive Plan. Mr. Thompson also will enter into a change of control severance agreement and be eligible to participate in the company’s other ben efits plans applicable to senior executive officers, including annual bonus program, stock award and long term incentive programs and severance pay plan.






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.

         
    Chiquita Brands International, Inc.
          
April 12, 2006   By:   /s/Robert W. Olson
       
        Name: Robert W. Olson
        Title: Senior Vice President, General Counsel and Secretary
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