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| NR > SEC Filings for NR > Form 8-K on 23-Apr-2009 | All Recent SEC Filings |
23-Apr-2009
Change in Directors or Principal Officers
Executive/Title Existing Base Salary Reduced Base Salary
Paul L. Howes,
President and Chief Executive Officer $486,000 $437,400
James E. Braun,
Vice President and
Chief Financial Officer $298,920 $269,028
Bruce C. Smith,
Vice President of Newpark and
President of Fluids Systems
and Engineering $337,050 $303,345
Mark J. Airola,
Vice President, General Counsel,
Chief Administrative Officer
and Secretary $291,040 $261,936
William D. Moss,
Vice President of Newpark and
President of Mats and
Integrated Services $270,000 $243,000
Samuel L. Cooper,
Vice President of Newpark and
President of Environmental
Services $210,000 $189,000
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In connection with the temporary salary reduction, each of the executive
officers listed above, with the approval of the Compensation Committee of the
Company's Board of Directors (and with respect to Mr. Howes, the independent
members of the Board of Directors), entered into substantially similar
amendments to their respective employment agreements (the "Amendments") to
reflect the temporary salary decrease.
The actual salary paid in 2009 (as reduced pursuant the Amendments) will be
used for purposes of determining bonuses payable to the executive management, if
any, under the 2003 Executive Incentive Compensation Plan (annual cash bonus
plan). Notwithstanding the temporary reduction in the base salary, for purposes
of calculating any severance payment or payments upon a change in control which
may become payable during the Temporary Reduction
Period in accordance with each respective employment agreement or other
agreement between the Company and Messrs. Howes, Braun, Smith Airola, Moss and
Cooper, such payments will continue to be based upon the Existing Base Salary.
Except as modified by the respective Amendments, the employment agreements
otherwise remain in effect.
The foregoing description of the Amendments is qualified in its entirety by
reference to the full text of the Amendments, copies of which are attached
hereto as exhibits and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
10.1 Amendment to Amended and Restated Employment Agreement dated as of
April 20, 2009, between Newpark Resources, Inc. and Paul L. Howes.
10.2 Amendment to Employment Agreement dated as of April 21, 2009, between
Newpark Resources, Inc. and James E. Braun.
10.3 Amendment to Employment Agreement dated as of April 22, 2009, between
Newpark Resources, Inc. and Bruce C. Smith.
10.4 Amendment to Employment Agreement dated as of April 22, 2009, between
Newpark Resources, Inc. and Mark J. Airola.
10.5 Amendment to Employment Agreement dated as of April 23, 2009, between
Newpark Resources, Inc. and William D. Moss.
10.6 Amendment to Employment Agreement dated as of April 22, 2009, between
Newpark Resources, Inc. and Samuel L. Cooper.
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