-----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, Bx1rd4fIYqStWv7G/37byxFwi4nWSW0WPRsC8xbbLcUn+xYGDwJQ3KxGncZ3aBLs d3IlamG4Zd/t+BV1Uk3gIg== 0000950153-07-000164.txt : 20070131 0000950153-07-000164.hdr.sgml : 20070131 20070131170847 ACCESSION NUMBER: 0000950153-07-000164 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20070130 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: 20070131 DATE AS OF CHANGE: 20070131 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SWIFT TRANSPORTATION CO INC CENTRAL INDEX KEY: 0000863557 STANDARD INDUSTRIAL CLASSIFICATION: TRUCKING (NO LOCAL) [4213] IRS NUMBER: 860666860 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32952 FILM NUMBER: 07568903 BUSINESS ADDRESS: STREET 1: 2200 SOUTH 75TH AVENUE CITY: PHOENIX STATE: AZ ZIP: 85043 BUSINESS PHONE: 6022699700 MAIL ADDRESS: STREET 1: 2200 SOUTH 75TH AVENUE CITY: PHOENIX STATE: AZ ZIP: 85043 8-K 1 p73408e8vk.htm 8-K e8vk
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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): January 30, 2007
SWIFT TRANSPORTATION CO., INC.
(Exact Name of Registrant as Specified in Charter)
         
Nevada   0-18605   86-0666860
         
(State or Other Jurisdiction   (Commission File   (IRS Employer
of Incorporation)   Number)   Identification No.)
     
2200 South 75th Avenue, Phoenix, Arizona   85043
     
(Address of Principal Executive Offices)   (Zip Code)
(602) 269-9700
(Registrant’s telephone number, including area code)
(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.)
o Written communications 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))
 
 

 

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ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
SIGNATURES
EXHIBIT INDEX

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ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
On January 30, 2007, the Compensation Committee and the Board of Directors (together, the “Board”) approved the true-up of bonus amounts payable to named executive officers pursuant to the Company’s 2006 Long Term Incentive Compensation Plan (the “2006 Plan”), which was originally approved by the Board in January 2006. Partial bonus amounts were paid in mid-December 2006 based on estimated adjusted earnings per share for 2006. The amounts below reflect the difference between the bonus amounts paid in December based on then estimated performance pursuant to the 2006 Plan, and the total bonus amounts to be paid based on the Company’s actual adjusted 2006 results, as recently reported.
The residual bonus amounts payable, pursuant to the 2006 Plan, to the Company’s named executive officers are as follows:
               
 
        Residual Incentive    
        Bonus Under    
  Executive Officer     2006 Plan    
 
Robert W. Cunningham, Chief Executive Officer and President
     $ 225,000    
 
Glynis A. Bryan, Executive Vice President and Chief Financial Officer
     $ 199,266    
 
Samuel C. Cowley, Executive Vice President and General Counsel
     $ 199,266    
 
Mark A. Martin, Executive Vice President
     $ 183,938    
 
Richard Stocking, Executive Vice President
     $ 183,938    
 
In addition to the true-up of bonuses payable pursuant to the 2006 Plan, the Board approved the following stock option and performance share awards for the Company’s named executive officers, pursuant to the 2006 Plan:
                         
 
                  Performance    
  Executive Officer     Stock Option Awards       Share Awards    
 
Robert W. Cunningham, Chief Executive Officer and President
       —         10,239    
 
Glynis A. Bryan, Executive Vice President and Chief Financial Officer
       15,000         4,463    
 
Samuel C. Cowley, Executive Vice President and General Counsel
       15,000         4,463    
 
Mark A. Martin, Executive Vice President
       15,000         4,463    
 
Richard Stocking, Executive Vice President
       15,000         4,463    
 
These equity awards were granted under the Company’s 2003 Stock Incentive Plan. The stock options were granted with an exercise price of $30.52 (the market closing price on the grant date), a term of seven years and a five year vesting period at a rate of 20% per year beginning on the first anniversary of the award. The performance share awards vest over two years at a rate of 50% per year beginning on the first anniversary of the award.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits.
10.1 Form of Non-Statutory Stock Option Agreement for 2003 Stock Incentive Plan
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.
Dated: January 31, 2007
         
  SWIFT TRANSPORTATION CO., INC.
 		  
  By:   /s/ Glynis Bryan    
    Glynis Bryan   
    Chief Financial Officer   
 

 

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EXHIBIT INDEX
           
 
Exhibit 10.1
    Form of Non-Statutory Stock Option Agreement for 2003 Stock Incentive Plan (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the Securities Exchange Commission on April 7, 2006.  
 

 

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