-----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, EUIbUc0fVvJdfFwNtAtAVC3gTK1YrqEOOO8mYHwvtsk9YJ9cy2W9l7O0r03Q10VS ByA0+N207i0j7XgsTqv8CA== 0000921895-10-001775.txt : 20101203 0000921895-10-001775.hdr.sgml : 20101203 20101203170714 ACCESSION NUMBER: 0000921895-10-001775 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20101130 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers FILED AS OF DATE: 20101203 DATE AS OF CHANGE: 20101203 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GENCORP INC CENTRAL INDEX KEY: 0000040888 STANDARD INDUSTRIAL CLASSIFICATION: FABRICATED RUBBER PRODUCTS, NEC [3060] IRS NUMBER: 340244000 STATE OF INCORPORATION: OH FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-01520 FILM NUMBER: 101232207 BUSINESS ADDRESS: STREET 1: HIGHWAY 50 & AEROJET ROAD CITY: RANCHO CORDOVA STATE: CA ZIP: 95670 BUSINESS PHONE: 9163554000 MAIL ADDRESS: STREET 1: HIGHWAY 50 & AEROJET ROAD CITY: RANCHO CORDOVA STATE: CA ZIP: 95670 FORMER COMPANY: FORMER CONFORMED NAME: GENERAL TIRE & RUBBER CO DATE OF NAME CHANGE: 19840330 8-K 1 form8k07319_11302010.htm form8k07319_11302010.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 (Date of earliest event reported): November 30, 2010

 
GenCorp Inc.
(Exact name of registrant as specified in its charter)
     
Ohio
1-01520
34-0244000
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
     
Highway 50 and Aerojet Road, Rancho Cordova, California
95742
(Address of principal executive offices)
(Zip Code)

Registrant’s telephone number, including area code:  (916) 355-4000

 
(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 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))

 
 
 
 
Item 5.02(b) Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers

On November 30, 2010, the Organization & Compensation Committee of the Board of Directors of GenCorp Inc. (the “Company” or “GenCorp”) approved the 2010 Long-Term Incentive Program (the “2010 LTIP”) for eligible employees of the Company including the named executive officers.

The Company uses long-term incentive compensation to focus on the importance of returns to shareholders, promote the achievement of long-term performance goals, encourage executive retention, and promote higher levels of Company stock ownership by executives.

The table shows the awarded stock option grants and restricted stock awards under the 2010 LTIP to the named executive officers of the Company:

 
Named Executive Officer
 
 
Title
 
2010 LTIP
Stock Options
2010 LTIP
Restricted
Stock
Scott J. Seymour
President and Chief Executive Officer, and President of Aerojet-General Corporation
 239,464
        -
Kathleen E. Redd
Vice President, Chief Financial Officer and Secretary
  81,923
        -
Chris W. Conley
Vice President, Environmental, Health and Safety
  11,750
  6,816
Robert E. Shenton
Vice President, Sustainable Operations
            -
20,744

The vesting of the stock option awards granted under the 2010 LTIP for Mr. Seymour, Ms. Redd and Mr. Conley is based on meeting the Economic Value Added performance target for fiscal 2012.  The vesting of the restricted stock awards granted under the 2010 LTIP for Mr. Conley and Mr. Shenton is 50% based on meeting the following fiscal 2012 financial targets: (i) revenue; (ii) earnings before interest, taxes, depreciation, amortization, and retirement benefit expenses; and (iii) asset utilization.  The remaining 50% of vesting of restricted stock awards under the 2010 LTIP for Mr. Conley and Mr. Shenton is time-based and has a three year vesting period.


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.

December 3, 2010
GENCORP INC.
   
 
By:
 /s/ Kathleen E. Redd
   
Name:
Kathleen E. Redd
   
Title:
Vice President, Chief Financial Officer and Secretary

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