-----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, JFZu/FP+TIW5z2NeOJYNGa6I1tko/Ru0YtN5TpXGUx6yozpvH+K8k18MWcafd7rJ xofr+7Rl4yzagLXmvu9C6w== 0001126956-08-000041.txt : 20080818 0001126956-08-000041.hdr.sgml : 20080818 20080818113413 ACCESSION NUMBER: 0001126956-08-000041 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080818 ITEM INFORMATION: Temporary Suspension of Trading Under Registrant's Employee Benefit Plans FILED AS OF DATE: 20080818 DATE AS OF CHANGE: 20080818 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LACLEDE GROUP INC CENTRAL INDEX KEY: 0001126956 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS DISTRIBUTION [4924] IRS NUMBER: 742976504 STATE OF INCORPORATION: MO FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16681 FILM NUMBER: 081024359 BUSINESS ADDRESS: STREET 1: 720 OLIVE ST CITY: ST LOUIS STATE: MO ZIP: 63101 BUSINESS PHONE: 3143420500 MAIL ADDRESS: STREET 1: 720 OLIVE ST STREET 2: RM 1517 CITY: ST LOUIS STATE: MO ZIP: 63101 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LACLEDE GAS CO CENTRAL INDEX KEY: 0000057183 STANDARD INDUSTRIAL CLASSIFICATION: NATURAL GAS DISTRIBUTION [4924] IRS NUMBER: 430368139 STATE OF INCORPORATION: MO FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-01822 FILM NUMBER: 081024360 BUSINESS ADDRESS: STREET 1: 720 OLIVE ST CITY: ST LOUIS STATE: MO ZIP: 63101 BUSINESS PHONE: 3143420500 MAIL ADDRESS: STREET 1: 720 OLIVE ST CITY: ST LOUIS STATE: MO ZIP: 63101 8-K 1 regbtr8k.htm BTR NOTICE 8-K regbtr8k.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):
August 18, 2008
 

Commission File No.
 
Exact Name of Registrant as Specified in its Charter and Principal Office Address and Telephone Number
State of Incorporation
I.R.S. Employer Identification Number
1-16681
 
The Laclede Group, Inc.
 
720 Olive Street
St. Louis, MO 63101
314-342-0500
Missouri
74-2976504
1-1822
 
Laclede Gas Company
 
720 Olive Street
St. Louis, MO 63101
314-342-0500
Missouri
43-0368139
 

 
 
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 13e-4(c))

 




 
 

 

 
Item 5.04 Temporary Suspension of Trading under Registrant’s Employee Benefit Plans

 
As of October 1, 2008, Laclede Gas Company (“Laclede”) is changing the service provider (from Wachovia Bank, N. A. to Fidelity Investments) for the Laclede Gas Company Salary Deferral Savings Plan, Laclede Gas Company Wage Deferral Savings Plan, and Missouri Natural Division of Laclede Gas Company Wage Deferral Savings Plan (the “Plans”).  As a result of this change in service provider, a conversion period is necessary to transition account and plan records.  Laclede Gas sent a notice to participants in the Plans informing them that, due to this change in the service provider for the Plans, participants of the Plans will temporarily be unable to direct or diversify the investments in their accounts established under the Plans, including The Laclede Group ESOP, or obtain loans or distributions from the Plans during the period that begins at 4:00 p.m. Eastern Time on September 18, 2008 and is expected to end during the week of October 12, 2008 through October 18, 2008 (the “Blackout Period”).  Interested parties may obtain, without charge, specific information regarding the Blackout Period by contacting Kathy Burcham, Director – Employee Benefits, Laclede Gas Company, 720 Olive Street, St. Louis, MO 63101, (314) 342-0705.
 
 
Under Regulation BTR, transactions by directors and executive officers in The Laclede Group, Inc. (“Company”) securities will be restricted during the Blackout Period.  The notice to this effect, provided to Company directors and executive officers on August 18, 2008, is included as Exhibit 99.1 to this filing and incorporated herein by reference.
 
The date Laclede received the notice required by section 101(i)(2)(E) of the Employment Retirement Income Security Act of 1974 was August 15, 2008.
 
Item 9.01 Financial Statements and Exhibits
 
(d) Exhibits
 
99.1 Notice dated August 18, 2008.
 


 
 

 

 

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.
 

 
   
THE LACLEDE GROUP, INC.
 
Date: August 18, 2008
 
By: 
 
/s/ D. H. Yaeger
     
D. H. Yaeger
Chairman of the Board, President and Chief Executive Officer
  
   
LACLEDE GAS COMPANY
 
Date: August 18, 2008
 
By: 
 
/s/ R. A. Skau
     
R. A. Skau
Sr. Vice President Human Resources
 


 
 

 

Exhibit Index


Exhibit
Number
Description
   
99.1
Notice dated August 18, 2008.
   
   
   
   
   
   

 



EX-99.1 2 btrnotice.htm NOTICE DATED AUGUST 18, 2008 btrnotice.htm





Director and Executive Officer Notice

To:           Directors and Executive Officers

From:                      M. C. Kullman

Date:                      August 18, 2008

Re:
Important Notice of Special Trading Restrictions During Plan Blackout Period

This notice is to inform you that you will be subject to special trading restrictions regarding equity securities of The Laclede Group, Inc. (“Company”) during an upcoming “blackout period” that will apply to the Laclede Gas Company Salary Deferral Savings Plan, Laclede Gas Company Wage Deferral Savings Plan and the Missouri Natural Gas Division of Laclede Gas Company Wage Deferral Savings Plan (“Plans”).  This special trading restriction is imposed on directors and executive officers by the Sarbanes-Oxley Act of 2002 (“SOX”) and the SEC’s Regulation Blackout Trading Restriction (“Reg. BTR”).

The blackout period is being imposed because of the conversion to a new service provider for the Plans.  The Plans’ blackout period will begin at 4:00 pm Eastern Time on September 18, 2008 and is expected to end during the week of October 12, 2008 through October 18, 2008 (the “Blackout Period”).  During the Blackout Period, participants in the Plans will not be able to access their accounts to direct or diversify their investments or obtain a distribution from the Plans.  If you have specific questions about the Blackout Period, please call Kathy Burcham at 314-342-0705.

In accordance with Section 306(a) of SOX and Rule 101 of Reg. BTR, you are prohibited during the Blackout Period from purchasing, selling or otherwise acquiring or transferring, directly or indirectly, any equity security of the Company acquired outside of the Plans in connection with your employment or service to the Company.

This prohibition also applies to exercising stock options and other derivative securities and includes any transaction in which you have a pecuniary interest, such as transactions by your immediate family members living in your household.  There is a presumption that any transaction initiated by you in equity securities during the Blackout Period is prohibited unless you can prove that the securities were not acquired in connection with your service as an executive officer or director.
 
 

 

A violation of this trading restriction may result in an enforcement action against you by the SEC.  In addition, any profit realized from a prohibited trade will be recoverable by the Company.

Please call Mary Kullman at 314-342-0503 with any questions related to this notice.

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