-----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, TAAV6T1Wv2nCHY8w1y24WHmjKHJAa7UQOpi3YEyvulTNKdjglAVqz4CkX8ifv2Wg omlqICZ3bbrQNS7Z+fjkYA== 0000950137-08-012558.txt : 20081009 0000950137-08-012558.hdr.sgml : 20081009 20081009155200 ACCESSION NUMBER: 0000950137-08-012558 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20081006 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: 20081009 DATE AS OF CHANGE: 20081009 FILER: COMPANY DATA: COMPANY CONFORMED NAME: POLARIS INDUSTRIES INC/MN CENTRAL INDEX KEY: 0000931015 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS TRANSPORTATION EQUIPMENT [3790] IRS NUMBER: 411790959 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11411 FILM NUMBER: 081116082 BUSINESS ADDRESS: STREET 1: 2100 HIGHWAY 55 CITY: MEDINA STATE: MN ZIP: 55340 BUSINESS PHONE: (763) 542-0500 MAIL ADDRESS: STREET 1: 2100 HIGHWAY 55 STREET 2: NONE CITY: MEDINA STATE: MN ZIP: 55340 8-K 1 c46829e8vk.htm FORM 8-K e8vk
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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): October 6, 2008
POLARIS INDUSTRIES INC.
(Exact name of Registrant as specified in its charter)
         
Minnesota   1-11411   41-1790959
(State of Incorporation)   (Commission File Number)   (I.R.S. Employer Identification No.)
2100 Highway 55
Medina, Minnesota 55340

(Address of principal executive offices)
(Zip Code)
(763) 542-0500
(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:
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o   Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))
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
SIGNATURE
EXHIBIT INDEX
EXHIBIT 10.A


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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.
     Effective as of September 1, 2008, Thomas C. Tiller, the former Chief Executive Officer of Polaris Industries Inc. (the “Company”), began serving as a Senior Program Advisor to the Company. Mr. Tiller’s continued employment with the Company in this new role was previously reported in a Current Report on Form 8-K filed by the Company with the Securities and Exchange Commission on August 4, 2008.
     On October 6, 2008, Mr. Tiller and the Company entered into a letter agreement to amend Section 1 of his existing employment agreement in order to provide a description of his new position and responsibilities as Senior Program Advisor (the “Amendment”). All other terms and conditions of Mr. Tiller’s Employment Agreement dated January 18, 2007 remain in full force and effect. The description of the Amendment is qualified in its entirety by reference to the Amendment, which is attached hereto as Exhibit 10.a and is incorporated herein by this reference.
Item 9.01   Financial Statements and Exhibits.
(c) Exhibits.
     
10.a
  Letter agreement dated October 6, 2008 by and between the Company and Thomas C. Tiller.

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SIGNATURE
     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, thereunto duly authorized.
Date: October 9, 2008
         
  POLARIS INDUSTRIES INC.
 
 
  /s/ Michael W. Malone    
  Michael W. Malone   
  Vice President — Finance,
Chief Financial Officer and
Secretary of Polaris Industries Inc. 
 
 

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EXHIBIT INDEX
     
Exhibit No.   Description
 
   
10.a
  Letter agreement dated October 6, 2008 by and between the Company and Thomas C. Tiller.

 

EX-10.A 2 c46829exv10wa.htm EXHIBIT 10.A exv10wa
Exhibit 10.a
October 6, 2008
Mr. Thomas C. Tiller
Polaris Industries Inc.
2100 Highway 55
Medina, MN 55340
         
 
  Re:   Employment Agreement; Transition Matters
Dear Mr. Tiller:
     On behalf of the Board of Directors of Polaris Industries Inc., a Minnesota corporation, I am writing to confirm our understanding regarding your continuing employment with Polaris. As you know, your successor became Chief Executive Officer of Polaris on September 1, 2008 and your employment as Chief Executive Officer ended on that date. On that date you became employed as a Senior Program Advisor to Polaris to provide advice and counsel in the areas of new product development and competitive product analysis and on other strategic matters within your experience and expertise as may be reasonably requested by the Board of Directors and Chief Executive Officer of Polaris; provided that requests for such services shall not unreasonably interfere with your other personal, charitable or other business activities.
     The terms and conditions of your Employment Agreement dated January 18, 2007, other than Section 1 thereof which we have agreed to treat as being amended to provide for the new job description and responsibilities described above, will remain in full force and effect.
     Please sign and return a copy of this letter confirming our understanding. This letter agreement may be signed in counterparts, all of which may be considered one and the same agreement.
Very truly yours,
Polaris Industries Inc.
     /s/ Gregory R. Palen
By Gregory R. Palen
Chairman of the Board of Directors
Accepted and Confirmed:
October 6, 2008
     
/s/ Thomas C. Tiller
 
   
Thomas C. Tiller
   

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