Search the web
Welcome, Guest
[Sign Out, My Account]
EDGAR_Online

Quotes & Info
Enter Symbol(s):
e.g. YHOO, ^DJI
Symbol Lookup | Financial Search
SJW > SEC Filings for SJW > Form 8-K on 25-Apr-2013All Recent SEC Filings

Show all filings for SJW CORP | Request a Trial to NEW EDGAR Online Pro

Form 8-K for SJW CORP


25-Apr-2013

Results of Operations and Financial Condition, Financial Statements and Exhibits


Item 2.02: Results of Operations and Financial Condition.

On April 24, 2013, SJW Corp. (the "Company") announced its financial results for the quarter ended March 31, 2013. A copy of the press release announcing the financial results is attached hereto as Exhibit 99.1 and incorporated into this Form 8-K by reference.
Item 5.02: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.

(e) On April 23, 2013, the Executive Compensation Committee of the Board of Directors of the Company authorized a fully vested award of 5,748 shares of common stock for W. Richard Roth in recognition of his role in obtaining final and non-appealable permits from the Gonzales County Underground Water Conservation District for the drilling, production and transportation of groundwater. Such permits were issued to Texas Water Alliance Limited, the Company's wholly-owned subsidiary. A portion of the shares were withheld by the Company to satisfy applicable withholding taxes.

On April 24, 2013, the shareholders of the Company approved the Company's Amended and Restated Executive Officer Short-Term Incentive Plan. Such plan allows the Company in its discretion to implement one or more cash bonus programs for the Company's executive officers and other eligible individuals tied to the achievement of specific goals based on financial and/or non-financial performance metrics. The amendments to the Executive Officer Short-Term Incentive Plan effect the following modifications to the plan:
1.Expand and re-confirm both the list of criteria that may be utilized in the formulation of the specific performance goals for bonus entitlement under the plan and the list of permissible adjustments that may be made to those criteria in assessing performance goal attainment;
2.Expand the class of individuals eligible for participation in the plan;
3.Extend the maximum length of any performance period implemented under the plan to 60 months; and
4.Increase the maximum dollar amount payable per participant for performance periods in excess of 36 months. The Amended and Restated Executive Officer Short-Term Incentive Plan will be in effect for any awards made under the plan for performance periods beginning after April 24, 2013, the date of the annual shareholder meeting. The principal terms and provisions of the Amended and Restated Executive Officer Short-Term Incentive Plan are more fully set forth in the plan document attached as Exhibit 10.1 to the Proxy Statement filed by the Company with the Securities and Exchange Commission ("SEC") on March 6, 2013.

On April 24, 2013, the shareholders of the Company also approved the Company's Amended and Restated Long-Term Incentive Plan ("LTIP") under which equity awards in the form of stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares and other stock-based awards may be made to the Company's executive officers and other eligible individuals. The amendments to the LTIP effect the following modifications to the plan:
1.Expand and re-confirm both the list of criteria that may be utilized in the formulation of the specific performance goals to which the vesting of performance-based awards under the LTIP may be tied and the list of permissible adjustments that may be made to those criteria in assessing performance goal attainment;
2.Clarify the treatment of performance-vesting awards in connection with a change in control transaction;
3.Impose a limitation on the maximum number of shares of common stock that may be issued under the LTIP pursuant to tax-favored incentive stock options;
4.Specify the minimum vesting requirements for awards made to the non-employee Board members; and
5.Extend the term of the LTIP until April 23, 2023.

The principal terms and provisions of the Amended and Restated Long-Term Incentive Plan are more fully set forth in the plan document attached as Exhibit 10.2 to the Proxy Statement filed by the Company with the SEC on March 6, 2013. Item 5.07: Submission of Matters to a Vote of Security Holders.

At the Company's 2013 annual meeting of shareholders held on April 24, 2013, (i) the eight individuals listed below were elected to the Board of Directors, (ii) the Amended and Restated Executive Officer Short-Term Incentive Plan was approved, (iii) the Amended and Restated Long-Term Incentive Plan was approved, and (iv) the appointment of KPMG LLP as the independent registered public accounting firm for 2013 was ratified, each by the votes set forth below:


Proposal 1: Election of Directors:


Name of Director     In Favor   Withheld  Broker Non-Votes
Katharine Armstrong 14,351,078   195,995         3,081,521
Walter J. Bishop    14,467,763    79,310         3,081,521
Mark L. Cali        14,342,866   204,207         3,081,521
Douglas R. King     14,348,681   198,392         3,081,521
Ronald B. Moskovitz 14,355,755   191,318         3,081,521
George E. Moss      14,460,254    86,819         3,081,521
W. Richard Roth     14,234,746   312,327         3,081,521

Robert A. Van Valer 14,460,939 86,134 3,081,521

Approval of Amended and Restated Executive Officer Short-Term Proposal 2: Incentive Plan:

In Favor Against Abstain Broker Non-Votes 14,108,887 295,472 142,714 3,081,521

Proposal 3: Approval of Amended and Restated Long-Term Incentive Plan:

In Favor Against Abstain Broker Non-Votes 12,215,833 2,132,780 198,460 3,081,521

Ratification of Appointment of Independent Registered Public Proposal 4: Accounting Firm:

In Favor Against Abstain Broker Non-Votes 17,520,875 66,499 41,220 -



Item 9.01: Financial Statements and Exhibits.
(d) Exhibits

Exhibit
Number   Description of Document

99.1     Press Release issued by SJW Corp., dated April 24, 2013 announcing the
         2013 First Quarter Financial Results.

  Add SJW to Portfolio     Set Alert         Email to a Friend  
Get SEC Filings for Another Symbol: Symbol Lookup
Quotes & Info for SJW - All Recent SEC Filings
Sign Up for a Free Trial to the NEW EDGAR Online Pro
Detailed SEC, Financial, Ownership and Offering Data on over 12,000 U.S. Public Companies.
Actionable and easy-to-use with searching, alerting, downloading and more.
Request a Trial      Sign Up Now


Copyright © 2014 Yahoo! Inc. All rights reserved. Privacy Policy - Terms of Service
SEC Filing data and information provided by EDGAR Online, Inc. (1-800-416-6651). All information provided "as is" for informational purposes only, not intended for trading purposes or advice. Neither Yahoo! nor any of independent providers is liable for any informational errors, incompleteness, or delays, or for any actions taken in reliance on information contained herein. By accessing the Yahoo! site, you agree not to redistribute the information found therein.