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| PCAR > SEC Filings for PCAR > Form 8-K on 12-Dec-2008 | All Recent SEC Filings |
12-Dec-2008
Change in Directors or Principal Officers, Regulation FD Disclosure, Financial Stateme
On December 9, 2008, the Board of Directors of PACCAR Inc (the "Company") named Thomas E. Plimpton to the Company's Board of Directors effective January 2, 2009, and John M. Pigott to the Company's Board of Directors effective April 27, 2009.
Mr. Plimpton will serve as a Class I director for the remainder of the term of Michael A. Tembreull who is retiring from the Company and resigning from the Board effective January 2, 2009. Mr. John M. Pigott will serve as a Class III director. Neither director is expected to be named to a Board committee at this time. Mr. John M. Pigott is the brother of Mark C. Pigott, Chairman and Chief Executive Officer of the Company. There are no reportable transactions under Item 404 (a) of Regulation S-K.
Mr. Plimpton, Vice Chairman of the Company, will receive no compensation as a director. Mr. John M. Pigott will receive compensation for his services in accordance with the Company's standard compensatory arrangements for non-employee directors. These arrangements include a prorated annual retainer of $75,000, Board meeting fees of $7,500 per meeting, and an annual restricted stock award of $90,000 prorated for 2009 to $67,500. Press releases announcing the Board action are attached as Exhibits 99.1 and 99.2 to this Report.
On November 4, 2008, the Company reported in a Current Report on Form 8-K the naming of Kirk S. Hachigian and Warren R. Staley to the Company's Board of Directors, effective December 9, 2008. The information requested in Item 5.02(d)(3) was not available at that time. PACCAR is filing this amendment to its November 4, 2008 Current Report on Form 8-K to report that on December 9, 2008, the Company's Board of Directors appointed Mr. Hachigian to the Compensation Committee and Mr. Staley to the Nominating and Governance Committee. Both appointments are effective January 1, 2009.
On December 9, 2008, the Company issued a press release announcing both a special and quarterly dividend and commenting on market conditions. The announcement, a copy of which is furnished as Exhibit 99.3 to this Report, is incorporated herein by reference.
This Report contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act. These statements are based on management's current expectations and are subject to uncertainty and changes in circumstances. Actual results may differ materially from those included in these statements due to a variety of factors. More information about these factors is contained in the Company's filings with the Securities and Exchange Commission.
(d) Exhibits.
The following are furnished as Exhibits to this Report.
Exhibit Number Description 99.1 Press release of December 10, 2008 regarding Thomas E. Plimpton 99.2 Press release of December 10, 2008 regarding John M. Pigott 99.3 Press release of December 9, 2008 announcing dividends |
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.
Date: December 12, 2008 By: /s/ D. C. Anderson D. C. Anderson Vice President and General Counsel
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