-----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, E4nTgCOjO3jSEOM5QqHovxO8AC9FEXKfrkBttDLxoehtahhitWk6Oire0QmK+dH2 HvbfrJr13WPPy33ES3rLpg== 0001188112-08-002903.txt : 20081015 0001188112-08-002903.hdr.sgml : 20081015 20081015150043 ACCESSION NUMBER: 0001188112-08-002903 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20081015 ITEM INFORMATION: Other Events FILED AS OF DATE: 20081015 DATE AS OF CHANGE: 20081015 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CARPENTER TECHNOLOGY CORP CENTRAL INDEX KEY: 0000017843 STANDARD INDUSTRIAL CLASSIFICATION: STEEL WORKS, BLAST FURNACES ROLLING MILLS (COKE OVENS) [3312] IRS NUMBER: 230458500 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05828 FILM NUMBER: 081124829 BUSINESS ADDRESS: STREET 1: 2 MERIDIAN BOULEVARD CITY: WYOMISSING STATE: PA ZIP: 19612 BUSINESS PHONE: 6102082000 MAIL ADDRESS: STREET 1: PO BOX 14662 CITY: READING STATE: PA ZIP: 19612-4662 8-K 1 t63818_8k.htm FORM 8-K t63818_8k.htm


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: October 15, 2008

 
CARPENTER TECHNOLOGY CORPORATION
 (Exact name of registrant as specified in its charter)




Delaware
 
1-5828
 
23-0458500
(State of or other jurisdiction of incorporation)
 
(Commission File Number)
 
(IRS Employer I.D. No.)
         
P.O. Box 14662
Reading, Pennsylvania
     
 
19612-4662
(Address of principal executive offices)
     
(Zip Code)

   
(610) 208-2000
   
Registrant's telephone number, including area code

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:
 
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 October 13, 2008, the Board of Directors declared a quarterly cash dividend of $.18 per share of common stock, payable December 4, 2008, to shareholders of record on October 28, 2008. The ex-dividend date (the date on which the common stock will trade without the dividend) is October 24, 2008.

The Board of Directors also approved fiscal year 2009 compensation for non-employee members of the Board of Directors.  With the exception of a $5,000 increase (to $15,000) in the annual retainer for the director serving as chair of the Audit/Finance Committee, the annual retainers remained unchanged from fiscal year 2008:  each director receives $90,000 (50% in cash and 50% in stock units), the chairs of the Corporate Governance Committee and Human Resources Committee each receives an additional cash retainer of $10,000, and the chair of the Science and Technology Committee receives an additional cash retainer of $5,000.

Each director was also granted options to purchase 8,000 shares of common stock under the Company’s Stock-Based Compensation Plan for Non-Employee Directors, at an exercise price of $22.35 per share (the closing sale price of the Company’s common stock on the NYSE on the grant date).  The options vest in one year and expire ten years after the grant date.  In setting the number of option shares for the fiscal year 2009 grants to directors, the Board of Directors considered the aggregate value of those option grants relative to the options granted as part of fiscal year 2008 compensation for directors.  Using the Black-Scholes-Merton valuation methodology for options, as of the respective dates of the grants for fiscal years 2009 and 2008, the aggregate value of the options granted to each director for fiscal year 2009 is $58,824 compared to an aggregate value of $75,496 for the options that were granted to each director for fiscal year 2008.

The overall fiscal year 2009 compensation package for members of the Board of Directors is within the 68th percentile of the Company’s peer group.

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.


  CARPENTER TECHNOLOGY CORPORATION
       
       
 
By
/s/ Oliver C. Mitchell, Jr. 
 
   
Oliver C. Mitchell, Jr.
 
   
Senior Vice President and Secretary

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