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FZN > SEC Filings for FZN > Form 8-K on 20-Aug-2008All Recent SEC Filings

Show all filings for CUISINE SOLUTIONS INC | Request a Trial to NEW EDGAR Online Pro

Form 8-K for CUISINE SOLUTIONS INC


20-Aug-2008

Change in Directors or Principal Officers, Other Events


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

(e)

On August 18, 2008, the Compensation Committee (the "Committee") of Cuisine Solutions, Inc. (the "Company"), approved certain performance-based restricted stock unit awards ("RSUs") to the executive officers of the Company listed below:

Executive Officer      Number of Restricted Stock Units
Stanislas Vilgrain                                126,000
Ronald Zilkowski                                   72,000
L. Felipe Hasselmann                               72,000
Gerard Bertholon                                   60,000

The RSU grants were made pursuant to the 2007 Equity Incentive Plan, which was previously approved by the stockholders of the Company. Each RSU represents a contingent right to receive one share of the Company's common stock. The actual number of shares that will be issued upon the vesting of the RSUs will range from 0 to the number of restricted stock units disclosed in the table above, based on the Company's achievement of compound annual growth in pre-tax earnings per share ("CAGR") from the 2006 level over the performance period, which is measured as of the end of fiscal years 2010, 2011, 2012 and 2013. If the minimum performance target of 8% CAGR is not met as of the end of any of fiscal years 2010, 2011, 2012 or 2013, no RSUs will vest and the grants will terminate. Up to 10%, 15%, 20% and 100% of the total grant amount could vest at the end of fiscal years 2010, 2011, 2012 and 2013, respectively, with the number of RSUs vesting on a given vesting date being offset by the number of RSUs that have vested in prior years. Unvested RSUs terminate on September 27, 2013.

The restricted stock unit award agreements for the individuals referenced above are attached as Exhibits 10.1, 10.2, 10.3 and 10.4 hereto and the description of these agreements is qualified in its entirety by reference to the full text of these agreements, each of which are incorporated herein by reference.



Item 8.01 Other Events

On August 20, 2008, the Company issued a press release announcing the new performance-based restricted stock unit program for its senior management. A copy of the press release is attached as Exhibit 99.1 hereto, and the information in Exhibit 99.1 is incorporated herein by reference.


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