-----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, L/aDd2W9MUySKmEf7DUErgGS0F/fAO+W1W2q/wqaarKDKk2y6l/JcsHNQNelNOPr 2ZhP20DKpVvIkXdP1hRm/A== 0000046080-07-000052.txt : 20070525 0000046080-07-000052.hdr.sgml : 20070525 20070525115541 ACCESSION NUMBER: 0000046080-07-000052 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20070524 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Other Events FILED AS OF DATE: 20070525 DATE AS OF CHANGE: 20070525 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HASBRO INC CENTRAL INDEX KEY: 0000046080 STANDARD INDUSTRIAL CLASSIFICATION: GAMES, TOYS & CHILDREN'S VEHICLES (NO DOLLS & BICYCLES) [3944] IRS NUMBER: 050155090 STATE OF INCORPORATION: RI FISCAL YEAR END: 1230 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06682 FILM NUMBER: 07879368 BUSINESS ADDRESS: STREET 1: 1027 NEWPORT AVE STREET 2: P O BOX 1059 CITY: PAWTUCKET STATE: RI ZIP: 02861 BUSINESS PHONE: 4014318697 MAIL ADDRESS: STREET 1: 200 NARRAGANSETT PARK DRIVE CITY: PAWTUCKET STATE: RI ZIP: 02862-0200 FORMER COMPANY: FORMER CONFORMED NAME: HASBRO BRADLEY INC DATE OF NAME CHANGE: 19850814 FORMER COMPANY: FORMER CONFORMED NAME: HASBRO INDUSTRIES INC DATE OF NAME CHANGE: 19840917 FORMER COMPANY: FORMER CONFORMED NAME: HASSENFELD BROTHERS INC DATE OF NAME CHANGE: 19720615 8-K 1 may248k.txt FORM 8-K DATED MAY 24, 2007 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): May 24, 2007 ------------------------- HASBRO, INC. -------------------- (Exact name of registrant as specified in its charter) RHODE ISLAND 1-6682 05-0155090 - -------------- ------------ ------------------- (State of (Commission (IRS Employer Incorporation) File Number) Identification No.) 1027 NEWPORT AVE., PAWTUCKET, RHODE ISLAND 02862 - ------------------------------------------ ------------------- (Address of Principal Executive Offices) (Zip Code) (401) 431-8697 ------------------------------- (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: [ ] 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 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. At the 2007 Annual Meeting of Shareholders, held on May 24, 2007, the shareholders of Hasbro, Inc. (the "Company") approved amendments to the Company's 2003 Stock Incentive Performance Plan (the "Plan") which (i) increased the maximum number of total shares of common stock which may be delivered pursuant to awards under the Plan by 7,500,000 shares, (ii) of the additional 7,500,000 shares authorized for awards under the Plan, increased the number of shares of stock which may be delivered pursuant to awards other than stock options or SARS, by 3,000,000 shares, (iii) extended the expiration date of the Plan from December 31, 2008 to December 31, 2010, (iv) clarified that the Plan does not allow for liberal share counting, such that (A) shares of common stock tendered in payment of an award's exercise price, shares withheld to pay taxes, and shares repurchased by the Company using option proceeds may not be added back into the authorized pool of shares eligible for grant pursuant to the Plan and (B) the gross number of shares covered by SARS, as opposed to only the net number actually delivered upon settlement of SARS, count against the authorized number of shares available under the Plan, and (v) added a limitation to the Plan that no award may have a term longer than ten years from the date of grant Effective May 24, 2007 the Compensation Committee of the Company's Board of Directors (the "Committee") granted stock options to the Company's executive officers and certain other employees of the Company. These option awards were all made under the Plan, as amended at the 2007 Shareholders Meeting. All option grants to the Company's Chief Executive Officer and other executive officers were reviewed and approved by the Company's full Board of Directors. All of the options granted on May 24, 2007 are non-qualified stock options (the "Options") similar to the options the Company has granted in recent years. These Options have an exercise price equal to $32.425 per share, which was the fair market value (as computed under the Plan) of the Company's common stock on the date of grant. The Options vest in three equal cumulative installments on the first three anniversaries of the date of grant and expire seven years from the date of grant. The Company has previously filed the form of fair market value non-qualified stock option agreement under the Plan with the Securities and Exchange Commission. The Options granted on May 24, 2007 to the Company's named executive officers covered the following numbers of shares of common stock: Alfred J. Verrecchia, 368,664 shares; Brian Goldner, 122,888 shares; David D.R. Hargreaves, 80,645 shares; and Barry Nagler, 54,724 shares. Item 8.01 Other Events. The Company's 2007 Annual Meeting (the "Annual Meeting") of Shareholders was held on May 24, 2007. Set forth below are the results of the votes taken at the Annual Meeting. Of the 160,096,316 shares of the Company's common stock outstanding as of the close of business on the April 6, 2007 record date, 145,117,403 shares were represented at the meeting. The Company's shareholders were voting on four matters at the Annual Meeting. Those four matters were the election of twelve directors, the approval of amendments to the Company's 2003 Stock Incentive Performance Plan, the ratification of the selection of KPMG LLP as the independent registered public accounting firm for fiscal 2007 and a shareholder proposal entitled "Sustainability Report-Hasbro, Inc.". The twelve nominees for election to the Board, for one-year terms ending at the 2008 Annual Meeting of Shareholders, were elected by the following votes: Name Votes For Votes Withheld Basil L. Anderson 143,773,727 1,343,676 Alan R. Batkin 139,578,750 5,538,653 Frank J. Biondi, Jr. 141,844,240 3,273,163 John M. Connors, Jr. 143,817,958 1,299,445 Michael W.O. Garrett 143,847,829 1,269,574 E. Gordon Gee 134,180,997 10,936,406 Jack M. Greenberg 140,696,447 4,420,956 Alan G. Hassenfeld 143,883,758 1,233,645 Claudine B. Malone 143,844,339 1,273,064 Edward M. Philip 142,704,809 2,412,594 Paula Stern 143,663,546 1,453,857 Alfred J. Verrecchia 143,892,904 1,224,499 The shareholders approved the amendments to the 2003 Stock Incentive Performance Plan by the following vote: For Against Abstain Broker Non-Votes 115,865,968 19,115,583 994,730 9,141,122 The shareholders ratified the selection of KPMG LLP as the Company's independent registered public accounting firm for fiscal 2007 by the following vote: For Against Abstain 137,476,434 6,671,907 969,062 Finally, the shareholders rejected the "Sustainability Report-Hasbro, Inc." shareholder proposal by the following vote: For Against Abstain Broker Non-Votes 55,974,306 69,035,981 10,965,994 9,141,122 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. HASBRO, INC. ------------ (Registrant) Date: May 25, 2007 By: /s/ David D.R. Hargreaves -------------------------- David D.R. Hargreaves Executive Vice President, Finance and Global Operations and Chief Financial Officer (Duly Authorized Officer) -----END PRIVACY-ENHANCED MESSAGE-----