Indiana | 0-362 | 35-0827455 | ||
(State of incorporation) | (Commission File Number) | (IRS employer identification no.) |
400 E. Spring Street | ||
Bluffton, IN | 46714 | |
(Address of principal executive offices) | (Zip code) |
Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Exhibit Number | Description | |
10.1 | Franklin Electric Co., Inc. 2012 Stock Plan (incorporated by reference to Exhibit A to the Company's 2012 Proxy Statement for the Annual Meeting held on May 4, 2012). | |
10.2 | Form of Non-Qualified Stock Option Agreement for Non-Director Employees. | |
10.3 | Form of Non-Qualified Stock Option Agreement for Director Employees. | |
10.4 | Form of Restricted Stock Unit Agreement for Non-Director Employees. | |
10.5 | Form of Restricted Stock Unit Agreement for Director Employees. | |
10.6 | Form of Restricted Stock Agreement for Non-Director Employees. | |
10.7 | Form of Restricted Stock Agreement for Director Employees. |
Date: May 4, 2012 | By | /s/ John J. Haines | |
John J. Haines | |||
Vice President and Chief Financial Officer and Secretary | |||
(Principal Financial and Accounting Officer) |
Exhibit Number | Description | |
10.1 | Franklin Electric Co., Inc. 2012 Stock Plan (incorporated by reference to Exhibit A to the Company's 2012 Proxy Statement for the Annual Meeting held on May 4, 2012). | |
10.2 | Form of Non-Qualified Stock Option Agreement for Non-Director Employees. | |
10.3 | Form of Non-Qualified Stock Option Agreement for Director Employees. | |
10.4 | Form of Restricted Stock Unit Agreement for Non-Director Employees. | |
10.5 | Form of Restricted Stock Unit Agreement for Director Employees. | |
10.6 | Form of Restricted Stock Agreement for Non-Director Employees. | |
10.7 | Form of Restricted Stock Agreement for Director Employees. |
(a) | Except as described in (b) and (c) below, the Participant shall become vested in his Award on the last day of the Restriction Period set forth above if he remains in continuous employment with the Company or a subsidiary until such date. |
(b) | If prior to the last day of the Restriction Period the Participant's employment with the Company and all subsidiaries terminates due to the Participant's death, disability or retirement, the Participant shall vest in a number of RSUs subject to the Award determined by multiplying the number of RSUs by a fraction, the numerator of which is the number of full months that have elapsed from the Date of Award to the termination of employment and the denominator of which is the number of full months in the Restriction Period. For this purpose, (i) “disability” has the meaning, and will be determined, as set forth in the Company's long term disability program in which the Participant participates; and (ii) “retirement” means the Participant's termination from employment with the Company and all subsidiaries without cause (as determined by the Committee in its sole discretion) when the Participant is 65 or older or 55 or older with 10 years of service with the Company and its subsidiaries. |
(c) | Any RSUs that do not vest as described above upon the Participant's termination of employment shall be forfeited to the Company. |
(a) | Except as described in subsections (b), (c) and (d) below, the Participant shall become vested in his Award on the last day of the Restriction Period set forth above if he remains in continuous employment with the Company or a subsidiary until such date. |
(b) | If prior to the last day of the Restriction Period the Participant's employment with the Company and all subsidiaries terminates due to the Participant's death, disability or retirement, and the Participant's service on the Board does not continue thereafter, the Participant shall vest in a number of RSUs subject to the Award determined by multiplying the number of RSUs by a fraction, the numerator of which is the number of full months that have elapsed from the Date of Award to the termination of employment and the denominator of which is the number of full months in the Restriction Period. |
(c) | If prior to the last day of the Restriction Period the Participant's employment with the Company and all subsidiaries terminates for any reason and the Participant's service on the Board continues thereafter, the Participant shall continue to vest in his Award as described in subsection 5(a) as if he has continued in employment. If the Participant's service on the Board subsequently terminates, then, if the termination of service is for any reason other than for cause (as determined by the remaining Board members in their sole discretion), the Participant shall fully vest in his Award. |
(d) | Any RSUs that do not vest as described above upon the Participant's termination of employment and/or service on the Board shall be forfeited to the Company. |
(e) | For purposes of this Section 5, (i) “disability” (A) while the Participant is employed, has the meaning, and will be determined, as set forth in the Company's long term disability program in which the Participant participates, and (B) while the Participant is a Non-Employee Director, means (as determined by the Committee in its sole discretion) the inability of the Participant to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment which is expected to result in death or disability or which has lasted or can be expected to last for a continuous period of not less than 12 months; and (ii) “retirement” means the Participant's termination from employment with the Company and all subsidiaries without cause (as determined by the Committee in its sole discretion) when the Participant is 65 or older or 55 or older with 10 years of service with the Company and its subsidiaries. |
(a) | In the event that the Participant's employment with the Company and all subsidiaries terminates due to the Participant's death, disability or retirement, and the Participant's service on the Board does not continue thereafter, such restrictions shall lapse with respect to a number of Award Shares determined by multiplying the number of Award Shares by a fraction, the numerator of which is the number of full months that have elapsed from the Date of Award to the termination of employment and the denominator of which is the number of full months in the Restriction Period. |
(b) | In the event the Participant's employment with the Company and all subsidiaries terminates for any reason and the Participant's service on the Board continues thereafter, the restrictions shall continue in effect. If the Participant's service on the Board subsequently terminates, then, if the termination of service is due to death, disability or retirement, the restrictions shall lapse with respect to a number of Award Shares as described in (a) above based on the full months that have elapsed from the Date of Award to the Participant's termination of service on the Board. |
(c) | Award Shares with respect to which restrictions do not lapse shall be forfeited. |
(d) | For purposes of this Section 5, (i) “disability” (A) while the Participant is employed, has the meaning, and will be determined, as set forth in the Company's long term disability program in which the Participant participates, and (B) while the Participant is a Non-Employee Director, means (as determined by the Committee in its sole discretion) the inability of the Participant to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment which is expected to result in death or disability or which has lasted or can be expected to last for a continuous period of not less than 12 months; and (ii) “retirement” (A) while the Participant is employed, means the Participant's termination from employment with the Company and all subsidiaries without cause (as determined by the Committee in its sole discretion) when the Participant is 65 or older or 55 or older with 10 years of service with the Company and its subsidiaries, and (B) while the Participant is a Non-Employee Director, means termination of service on the Board when he is 70 or older. |