-----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, RbbctFmXGxvxFXjP57+Y2mLz8fMGMc2Ok8ewvz/AST60I/Upws63rW5A77W/6b7q XUVDSXfx21K0IpAtdvsimg== 0000950137-04-011067.txt : 20041215 0000950137-04-011067.hdr.sgml : 20041215 20041215142702 ACCESSION NUMBER: 0000950137-04-011067 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20041213 ITEM INFORMATION: Entry into a Material Definitive Agreement FILED AS OF DATE: 20041215 DATE AS OF CHANGE: 20041215 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CLARCOR INC CENTRAL INDEX KEY: 0000020740 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 360922490 STATE OF INCORPORATION: DE FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11024 FILM NUMBER: 041204395 BUSINESS ADDRESS: STREET 1: 2323 SIXTH ST STREET 2: PO BOX 7007 CITY: ROCKFORD STATE: IL ZIP: 61125 BUSINESS PHONE: 8159628867 MAIL ADDRESS: STREET 1: 2323 SIXTH STREET CITY: ROCKFORD STATE: IL ZIP: 61125 FORMER COMPANY: FORMER CONFORMED NAME: CLARK J L MANUFACTURING CO /DE/ DATE OF NAME CHANGE: 19871001 8-K 1 c90468e8vk.txt CURRENT REPORT 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) December 13, 2004 CLARCOR INC. --------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 1-11024 36-0922490 - ------------------------------- ------------------------ ----------------------------- (State or other jurisdiction of (Commission File Number) (IRS Employer Identification incorporation) Number)
840 Crescent Centre Drive, Suite 600, Franklin, TN 37067 -------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code 615-771-3100 ------------------- - -------------------------------------------------------------------------------- (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 (see General Instruction A.2. below): / / 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)) Section 1--Registrant's Business and Operations Item 1.01 Entry into a Material Definitive Agreement. On December 13, 2004 the Board of Directors of CLARCOR Inc., a Delaware corporation (the "Company"), adopted a resolution changing the Company's Compensation Plan for Directors as follows: (a) the amount of the annual retainer (to be payable initially in March, 2005) was increased from $32,500 to $35,000 per year payable in cash or Common Stock of the Company at the option of each director; (b) beginning with the Board meeting held on December 13, 2004, the fee payable to each director for each Board meeting attended was increased from $1,000 to $1,500; (c) beginning with Committee meetings held in December 2004, the fee payable to each director for each Board Committee meeting attended was increased from $1,000 to $1,500, provided that the fee for participation in a telephonic meeting of a Committee remained at $1,000; and (d) the following changes were made in the annual fees payable to chairmen of Committees of the Board: (i) Audit Committee Chairman--$7,500 (increased from $3,250); (ii) Compensation Committee Chairman--$5,000 (increased from $3,250) and (iii) Corporate Governance Committee Chairman--$5,000 (increased from $3,250). No change was made in the number of options for Common Stock of the Company granted annually (3,750) to each director. 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. CLARCOR INC. By /s/ Norman E. Johnson ----------------------------------- Norman E. Johnson, Chairman of the Board, President and Chief Executive Officer Date: December 15, 2004 -----END PRIVACY-ENHANCED MESSAGE-----