-----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, KQWsXUx8BMFhmRjzLUhtMqIDwa8S/FJjIiyp+SToCVL9ZWd24OrX8RJ0EnmtAofS JK4BN7BBKCGKmZmDv0/9nA== 0000897069-06-000018.txt : 20060105 0000897069-06-000018.hdr.sgml : 20060105 20060105152004 ACCESSION NUMBER: 0000897069-06-000018 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20051231 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060105 DATE AS OF CHANGE: 20060105 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GEHL CO CENTRAL INDEX KEY: 0000856386 STANDARD INDUSTRIAL CLASSIFICATION: FARM MACHINERY & EQUIPMENT [3523] IRS NUMBER: 390300430 STATE OF INCORPORATION: WI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-18110 FILM NUMBER: 06512350 BUSINESS ADDRESS: STREET 1: 143 WATER STREET CITY: WEST BEND STATE: WI ZIP: 53095 BUSINESS PHONE: 2623349461 MAIL ADDRESS: STREET 1: 143 WATER STREET CITY: WEST BEND STATE: WI ZIP: 53095 8-K 1 cmw1914.htm CURRENT REPORT

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): December 31, 2005

Gehl Company
(Exact name of registrant as specified in its charter)

Wisconsin
0-18110
39-0300430
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
incorporation)

143 Water Street, West Bend, Wisconsin 53095
(Address of principal executive offices, including zip code)

(262) 334-9461
(Registrant's telephone number)

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 1.01.     Entry Into a Material Definitive Agreement.

        On January 4, 2006, Gehl Company (the “Company”) entered into a supplemental retirement benefit agreement (the “Agreement”) with Daniel L. Miller, in connection with his appointment as Vice President-Manufacturing Operations of the Company. Under the Agreement, Mr. Miller will receive a monthly retirement benefit for fifteen years. The monthly benefit to be received by Mr. Miller is computed by multiplying a vesting percentage by 30% of Mr. Miller’s average monthly compensation computed by reference to the highest base salary and cash bonus earned by Mr. Miller for any five calendar years within the last ten completed calendar years of service preceding termination. The Agreement provides for a pre-retirement death benefit consisting of five annual payments in the amount of 40% of the average annual salary computed by reference to the highest base salaries and cash bonuses earned during a consecutive five-year period preceding the date of death. Benefits vest under the Agreement at a rate of 10% per year for the first four years and are deemed to be fully vested after five years. In the event there is a “change in control” of the Company as defined in the Agreement, benefits become 100% vested and the present value of each benefit is payable in a lump sum. The Agreement also contains a covenant not to compete which covers Mr. Miller for a two-year period following the termination of his employment. Failure to comply with such provisions will result in a forfeiture of benefits under the Agreement.

        The foregoing description of the Agreement is qualified in its entirety by reference to the full text of the Agreement, a copy of which is filed herewith as Exhibit 10.1 and is incorporated herein by reference.

Item 5.02.      Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

  (a) Not applicable.

  (b) Johann Neunteufel retired from the Board of Directors of Gehl Company and resigned his position as a Director of Gehl Company, effective December 31, 2005.

  (c) Not applicable.

  (d) Not applicable.

Item 9.01.      Financial Statements and Exhibits.

  (a) Not applicable.

  (b) Not applicable.

  (c) Not applicable.

  (d) Exhibits: The following exhibit is being filed herewith:

  (10.1) Form of Supplemental Retirement Benefit Agreement between the Company and Daniel L. Miller [Incorporated by reference to Exhibit 10.7 to the Company’s Quarterly Report on Form 10-Q for the quarter ended July 1, 2000]

2


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.

GEHL COMPANY


Date:  January 5, 2006
By:  /s/ Michael J. Mulcahy
        Michael J. Mulcahy
        Vice President, Secretary and General Counsel










3


GEHL COMPANY

Exhibit Index to Current Report on Form 8-K
Dated December 31, 2005

Exhibit
Number

(10.1) Form of Supplemental Retirement Benefit Agreement between the Company and Daniel L. Miller [Incorporated by reference to Exhibit 10.7 to the Company’s Quarterly Report on Form 10-Q for the quarter ended July 1, 2000]

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