0001035002-16-000071.txt : 20160226 0001035002-16-000071.hdr.sgml : 20160226 20160226133026 ACCESSION NUMBER: 0001035002-16-000071 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160225 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20160226 DATE AS OF CHANGE: 20160226 FILER: COMPANY DATA: COMPANY CONFORMED NAME: VALERO ENERGY CORP/TX CENTRAL INDEX KEY: 0001035002 STANDARD INDUSTRIAL CLASSIFICATION: PETROLEUM REFINING [2911] IRS NUMBER: 741828067 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13175 FILM NUMBER: 161460183 BUSINESS ADDRESS: STREET 1: P.O. BOX 696000 CITY: SAN ANTONIO STATE: TX ZIP: 78269-6000 BUSINESS PHONE: 2103452000 MAIL ADDRESS: STREET 1: P.O. BOX 696000 CITY: SAN ANTONIO STATE: TX ZIP: 78269-6000 8-K 1 vlo022516form8-kosipamendm.htm VLO FORM 8-K 160225 OSIP AMENDMENT 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): February 25, 2016

VALERO ENERGY CORPORATION
(Exact name of registrant as specified in its charter)

Delaware
 
1-13175
 
74-1828067
(State or other jurisdiction
of incorporation)
 
(Commission File Number)
 
(IRS Employer
Identification No.)

One Valero Way
San Antonio, Texas
 
78249
(Address of principal executive offices)
 
(Zip Code)

Registrant’s telephone number, including area code: (210) 345-2000


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 (see General Instruction A.2. below):

o
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
 
o
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
 
o
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
 
 
 
o
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))








Item 8.01    Other Events.

On February 25, 2016, the board of directors (“Board”) of Valero Energy Corporation (“Valero”) amended Valero’s 2011 Omnibus Stock Incentive Plan (“Plan”) to implement a limitation on the amount of equity compensation that may be paid to Valero’s non-employee directors under the Plan. The limitation, recommended by the Board’s Compensation Committee and approved by the Board, is stated in Section 6.2(a)(v) of the Plan and provides that a non-employee director may not receive in any calendar year awards payable in shares of Valero’s common stock that have a fair market value greater than $500,000 in the aggregate. The amendment was not a “material revision” to the Plan for purposes of Section 303A.08 of the NYSE Listing Standards.


Item 9.01    Financial Statements and Exhibits.

(d)
Exhibits.

10.01
Valero Energy Corporation 2011 Omnibus Stock Incentive Plan (amended and restated as of February 25, 2016)—incorporated by reference to Exhibit 10.04 to Valero’s Annual Report on Form 10-K for the year ended December 31, 2015 (SEC File No. 1-13175).







SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


VALERO ENERGY CORPORATION


date: February 26, 2016    by: /s/ Jay D. Browning
Jay D. Browning
Executive Vice President and General Counsel