Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
The Company continues to make substantive progress on its strategic plan that
was developed early in 2008. Throughout fiscal 2008, the Company initiated
numerous structural cost reductions to improve its fixed cost footprint and
strengthen its competitive position and cash flow. The Company continues to
implement cost reductions, including short-term measures such as optimizing the
use of flex time across its operations, temporary plant shutdowns and temporary
pay cuts as a means of addressing the current economic downturn. Annual savings
from these actions total approximately $11 million and are designed to further
enhance 2009 cash flows and provide greater flexibility in taking longer term
actions to support the Company's strategy.
As part of these broad-based, cost reduction initiatives, Myles S. Odaniell, the
Company's President and Chief Executive Officer, and other members of the senior
leadership team have requested reductions in their base salaries. On March 10,
2009, the Board of Directors approved a temporary reduction in base salary of
10% for Myles S. Odaniell and temporary reductions in base salary of 8% for the
following named executive officers: Randy C. Martin, Executive Vice President -
Corporate Development and Chief Financial Officer; Steven J. Ploeger, Executive
Vice President - Custom Sheet and Rollstock and Engineered Products; Michael L.
Marcum, Senior Vice President - Color and Specialty Compounds and Supply Chain
Management; and Michael G. Marcely, Vice President - Financial Planning and
Analysis.
As part of the Company's ongoing organizational restructuring, last fall Marc A.
Roberts assumed the role of Senior Vice President - Operations. On March 10,
2009, the Board formally approved his appointment to this position to reflect
that he is a principal operating officer of the Company for reporting purposes
under the Securities Exchange Act of 1934.
On March 10, 2009 at the Spartech Corporation 2009 Annual Meeting of
Shareholders, the stockholders approved amendments to the Company's 2004 Equity
Compensation Plan (the Plan). The amendments (i) extended the term of the Plan
by two calendar years, through December 31, 2012, and (ii) increased the maximum
amount of shares which may be granted under the Plan by up to 2,500,000 shares.
A copy of the Spartech Corporation 2004 Equity Compensation Plan, as amended, is
furnished with this Current Report on Form 8-K as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit
Number Description
99.1 Spartech Corporation 2004 Equity Compensation Plan, as amended.
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