-----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, HvQNRuahCIol1Mi77lpWIwMTq+sdXIZGz5kzPBtQhvoj8sD7Nv9Jok5kmkuJz6HV 20JD4aKytbQuonU+L2TTBg== 0000950137-09-002891.txt : 20090414 0000950137-09-002891.hdr.sgml : 20090414 20090414114955 ACCESSION NUMBER: 0000950137-09-002891 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 20090410 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090414 DATE AS OF CHANGE: 20090414 FILER: COMPANY DATA: COMPANY CONFORMED NAME: G&K SERVICES INC CENTRAL INDEX KEY: 0000039648 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PERSONAL SERVICES [7200] IRS NUMBER: 410449530 STATE OF INCORPORATION: MN FISCAL YEAR END: 0626 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-04063 FILM NUMBER: 09748033 BUSINESS ADDRESS: STREET 1: 5995 OPUS PARKWAY STREET 2: SUITE 500 CITY: MINNETONKA STATE: MN ZIP: 55343 BUSINESS PHONE: 6129125500 MAIL ADDRESS: STREET 1: 5995 OPUS PARKWAY STREET 2: SUITE 500 CITY: MINNETONKA STATE: MN ZIP: 55343 FORMER COMPANY: FORMER CONFORMED NAME: NORTHWEST LINEN CO DATE OF NAME CHANGE: 19681227 8-K 1 c50541e8vk.htm FORM 8-K 8-K
     
 
  OMB APPROVAL
 
  OMB Number 3235-0060
 
  Expires: January 31, 2008
 
  Estimate average burden
hours per response: 38.0
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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)                     April 10, 2009                    
G&K Services, Inc.
 
(Exact Name of Registrant as Specified in Charter)
         
Minnesota   0-4063   41-0449530
 
(State or Other Jurisdiction of
Incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)
     
5995 Opus Parkway, Minnetonka, MN   55343
 
(Address of Principal Executive Offices)   (Zip Code)
Registrant’s telephone number, including area code                     (952) 912-5500                    
n/a
 
(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):
o      Written communication 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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On April 10, 2009, G&K Services, Inc. (the “Company”) amended its Executive Employment Agreements with each of Timothy N. Curran, the Company’s Senior Vice President, U.S. Field, Douglas A. Milroy, the Company’s President, Direct Purchase and Business Development, Robert G. Wood, the President of G&K Services Canada, Inc., and Jeffrey L. Wright, the Company’s Senior Vice President and Chief Financial Officer (each of Messrs. Curran, Milroy, Wood and Wright referred to herein as an “Employee,” and each such amendment referred to herein as an “Amendment”). Each Amendment was effective as of January 1, 2009.
Each Amendment ensures that payments due to an Employee as a result of a Change in Control, as such term is defined in the Executive Employment Agreement, will be in compliance with the requirements of Section 409A of the Internal Revenue Code. The foregoing summary of each Amendment is subject to the actual terms of each such Amendment.
Item 9.01. Financial Statements and Exhibits.
     (c) Exhibits
     
10.1
  Amendment to Executive Employment Agreement, dated April 10, 2009, between G&K Services, Inc. and Timothy N. Curran
 
   
10.2
  Amendment to Executive Employment Agreement, dated April 10, 2009, between G&K Services, Inc. and Douglas A. Milroy.
 
   
10.3
  Amendment to Executive Employment Agreement, dated April 10, 2009, between G&K Services, Inc. and Robert G. Wood.
 
   
10.4
  Amendment to Executive Employment Agreement, dated April 10, 2009, between G&K Services, Inc. and Jeffrey L. Wright.

 


 

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.
         
     
Date: April 14, 2009  By   /s/ Jeffrey L. Cotter    
    Jeffrey L. Cotter   
    Its   Vice President, General Counsel and Corporate
      Secretary   

2

EX-10.1 2 c50541exv10w1.htm EX-10.1 EX-10.1
Exhibit 10.1
AMENDMENT TO
G&K SERVICES EXECUTIVE EMPLOYMENT AGREEMENT
     This Amendment to G&K Services Executive Employment Agreement amends that Executive Employment Agreement dated October 23, 2008 by and between G&K Services, Inc. (the “Employer”) and Timothy N. Curran (“Executive”).
INTRODUCTION
A.   The Employer and the Executive have previously executed and delivered an Executive Employment Agreement.
 
B.   Although the Employment Agreement was drafted to comply with Section 409A of the Internal Revenue Code, the Employer and the Executive desire to make an additional change to clarify conformance to such Code section.
     NOW, THEREFORE, in consideration of the facts recited above, and the parties’ mutual undertakings, Employer and Executive agree to the following:
     1. Effective January 1, 2009, Section 6.5(b) of the Employment Agreement is hereby amended by deleting the final three sentences of said section and inserting in lieu thereof the following:
“In the event that any payment or benefit intended to be provided under this Article 6 or otherwise is required to be reduced pursuant to this Section 6.5, Employer shall designate the payments and or benefits to be so reduced in order to give effect to this Section 6.5. Employer shall designate the payments and/or benefits to be so reduced in such a manner as to comply with the requirements of Section 409A, and in particular shall first reduce such cash benefits as are not subject to Section 409A, and next shall reduce on a pro rata basis such cash benefits as are subject to Section 409A, and finally shall reduce other benefits on a pro rata basis.”
     IN WITNESS WHEREOF, the parties have caused this Amendment to be executed and delivered as of the 10th day of April, 2009.
         
  EMPLOYER

G&K SERVICES, INC
.
 
 
  By   /s/ Richard L. Marcantonio    
    Richard L. Marcantonio,   
    Chairman and Chief Executive Officer   
 
     
  /s/ Timothy N. Curran    
  Executive   

 

EX-10.2 3 c50541exv10w2.htm EX-10.2 EX-10.2
Exhibit 10.2
AMENDMENT TO
G&K SERVICES EXECUTIVE EMPLOYMENT AGREEMENT
     This Amendment to G&K Services Executive Employment Agreement amends that Executive Employment Agreement dated November 16, 2007 by and between G&K Services, Inc. (the “Employer”) and Douglas A. Milroy (“Executive”).
INTRODUCTION
A.   The Employer and the Executive have previously executed and delivered an Executive Employment Agreement.
 
B.   Although the Employment Agreement was drafted to comply with Section 409A of the Internal Revenue Code, the Employer and the Executive desire to make an additional change to clarify conformance to such Code section.
     NOW, THEREFORE, in consideration of the facts recited above, and the parties’ mutual undertakings, Employer and Executive agree to the following:
     1. Effective January 1, 2009, Section 6.5(b) of the Employment Agreement is hereby amended by deleting the final three sentences of said section and inserting in lieu thereof the following:
“In the event that any payment or benefit intended to be provided under this Article 6 or otherwise is required to be reduced pursuant to this Section 6.5, Employer shall designate the payments and or benefits to be so reduced in order to give effect to this Section 6.5. Employer shall designate the payments and/or benefits to be so reduced in such a manner as to comply with the requirements of Section 409A, and in particular shall first reduce such cash benefits as are not subject to Section 409A, and next shall reduce on a pro rata basis such cash benefits as are subject to Section 409A, and finally shall reduce other benefits on a pro rata basis.”
     IN WITNESS WHEREOF, the parties have caused this Amendment to be executed and delivered as of the 10th day of April, 2009.
         
  EMPLOYER

G&K SERVICES, INC
.
 
 
  By   /s/ Richard L. Marcantonio    
    Richard L. Marcantonio,   
    Chairman and Chief Executive Officer   
 
     
  /s/ Douglas A. Milroy    
  Executive   

 

EX-10.3 4 c50541exv10w3.htm EX-10.3 EX-10.3
Exhibit 10.3
AMENDMENT TO
G&K SERVICES EXECUTIVE EMPLOYMENT AGREEMENT
     This Amendment to G&K Services Executive Employment Agreement amends that Executive Employment Agreement dated November 16, 2007 by and between G&K Services, Inc. (the “Employer”) and Robert G. Wood (“Executive”).
INTRODUCTION
A.   The Employer and the Executive have previously executed and delivered an Executive Employment Agreement.
 
B.   Although the Employment Agreement was drafted to comply with Section 409A of the Internal Revenue Code, the Employer and the Executive desire to make an additional change to clarify conformance to such Code section.
     NOW, THEREFORE, in consideration of the facts recited above, and the parties’ mutual undertakings, Employer and Executive agree to the following:
     1. Effective January 1, 2009, Section 6.5(b) of the Employment Agreement is hereby amended by deleting the final three sentences of said section and inserting in lieu thereof the following:
“In the event that any payment or benefit intended to be provided under this Article 6 or otherwise is required to be reduced pursuant to this Section 6.5, Employer shall designate the payments and or benefits to be so reduced in order to give effect to this Section 6.5. Employer shall designate the payments and/or benefits to be so reduced in such a manner as to comply with the requirements of Section 409A, and in particular shall first reduce such cash benefits as are not subject to Section 409A, and next shall reduce on a pro rata basis such cash benefits as are subject to Section 409A, and finally shall reduce other benefits on a pro rata basis.”
     IN WITNESS WHEREOF, the parties have caused this Amendment to be executed and delivered as of the 10th day of April, 2009.
         
  EMPLOYER

G&K SERVICES, INC
.
 
 
  By   /s/ Richard L. Marcantonio    
    Richard L. Marcantonio,   
    Chairman and Chief Executive Officer   
 
     
  /s/ Robert G. Wood    
  Executive   

 

EX-10.4 5 c50541exv10w4.htm EX-10.4 EX-10.4
Exhibit 10.4
AMENDMENT TO
G&K SERVICES EXECUTIVE EMPLOYMENT AGREEMENT
     This Amendment to G&K Services Executive Employment Agreement amends that Executive Employment Agreement dated November 16, 2007 by and between G&K Services, Inc. (the “Employer”) and Jeffrey L. Wright (“Executive”).
INTRODUCTION
A.   The Employer and the Executive have previously executed and delivered an Executive Employment Agreement.
 
B.   Although the Employment Agreement was drafted to comply with Section 409A of the Internal Revenue Code, the Employer and the Executive desire to make an additional change to clarify conformance to such Code section.
     NOW, THEREFORE, in consideration of the facts recited above, and the parties’ mutual undertakings, Employer and Executive agree to the following:
     1. Effective January 1, 2009, Section 6.5(b) of the Employment Agreement is hereby amended by deleting the final three sentences of said section and inserting in lieu thereof the following:
“In the event that any payment or benefit intended to be provided under this Article 6 or otherwise is required to be reduced pursuant to this Section 6.5, Employer shall designate the payments and or benefits to be so reduced in order to give effect to this Section 6.5. Employer shall designate the payments and/or benefits to be so reduced in such a manner as to comply with the requirements of Section 409A, and in particular shall first reduce such cash benefits as are not subject to Section 409A, and next shall reduce on a pro rata basis such cash benefits as are subject to Section 409A, and finally shall reduce other benefits on a pro rata basis.”
     IN WITNESS WHEREOF, the parties have caused this Amendment to be executed and delivered as of the 10th day of April, 2009.
         
  EMPLOYER

G&K SERVICES, INC
.
 
 
  By   /s/ Richard L. Marcantonio    
    Richard L. Marcantonio,   
    Chairman and Chief Executive Officer   
 
     
  /s/ Jeffrey L. Wright    
  Executive   
 

 

-----END PRIVACY-ENHANCED MESSAGE-----