Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(e) On June 9, 2009, at the 2009 Annual Meeting of Stockholders (the "Annual Meeting") of Xerium Technologies, Inc. (the "Company"), the stockholders of the Company approved Amendment No. 3 ("Amendment No. 3") to the Company's 2005 Equity Incentive Plan (the "Plan"), which increased the limit on the number of shares of common stock that may be granted as stock awards in 2009 to the Company's Chief Executive Officer to 2,302,178 shares. Amendment No. 3 was approved by the Company's Board of Directors on March 10, 2009.

The description of Amendment No. 3 is qualified in its entirety by reference to the full text of Amendment No. 3, which is filed as Exhibit 10.1 hereto, and incorporated herein by reference.

Item 8.01. Other Events

In addition to approving Amendment No. 3, at the Annual Meeting the stockholders of the Company also approved the following matters:

1) The election of the following seven directors, all of whom were current directors of the Company prior to the Annual Meeting. The elected directors will serve until the 2010 Annual Meeting of Stockholders, and until their successors are duly elected and qualified, or until their earlier death, resignation or removal:

• Stephen R. Light

• Jay J. Gurandiano

• Nico Hansen

• David G. Maffucci

• Edward Paquette

• Michael Phillips

• John G. Raos

2) The ratification of Ernst & Young LLP as the Company's independent registered public accounting firm for 2009. Ernst & Young LLP served as the Company's independent registered public accounting firm for 2008.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

The following exhibits are furnished herewith.

Exhibit No. Description
10.1 Amendment No. 3 to the 2005 Equity Incentive Plan.

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