rsg-202102110001060391false00010603912021-02-112021-02-11
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 11, 2021
Republic Services, Inc.
(Exact name of registrant as specified in its charter)
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| Delaware | | 1-14267 | | 65-0716904 |
(State or other jurisdiction of
incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
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| 18500 North Allied Way | | |
| Phoenix, | Arizona | | 85054 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (480) 627-2700
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))
Securities Registered Pursuant to Section 12(b) of the Act:
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Title of Each Class | Trading Symbol | Name of exchange on which registered |
Common Stock, par value $0.01 per share | RSG | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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| Emerging growth company | ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o |
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As previously reported, the Board of Directors and stockholders of Republic Services, Inc. (the “Company”) approved and adopted the Republic Services, Inc. 2021 Stock Incentive Plan (the “2021 Plan”). On February 11, 2021, the Compensation Committee of the Board of Directors of the Company (the “Committee”), which is authorized to administer the 2021 Plan and grant awards thereunder, adopted forms of restricted stock unit and performance share award agreements applicable to executive officer, other senior executives, and other employees. The forms of award agreements for performance share and restricted stock unit awards will be utilized for these awards under the 2021 Plan until the Committee determines otherwise.
These forms of award agreements are substantially consistent with the previously disclosed forms of award agreements utilized by the Company for awards of performance shares and restricted stock units under the Company’s Amended and Restated 2007 Stock Incentive Plan, which was superseded by the 2021 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.
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| | REPUBLIC SERVICES, INC. |
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| Date: | February 17, 2021 | By: | /s/ Catharine D. Ellingsen |
| | | Catharine D. Ellingsen |
| | | Executive Vice President, Chief Legal Officer, Chief Ethics & Compliance Officer and Corporate Secretary |