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ESSX > SEC Filings for ESSX > Form 8-K on 14-Mar-2014All Recent SEC Filings

Show all filings for ESSEX RENTAL CORP.



Change in Directors or Principal Officers, Other Events, Financial Statements

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

On March 12, 2014, the board of directors (the "Board") of Essex Rental Corp. (the "Company") announced the appointment of Nicholas Matthews to serve as the Company's President and Chief Executive Officer effective March 13, 2014. Mr. Matthews will also serve as a director on Essex's Board. Mr. Matthews previously served as the Chief Operating Officer of the Company and prior to joining the Company, Mr. Matthews, 41, served as Vice President and Group Executive for Railcar Operations for three years at GATX, a global leader in railcar leasing, where he was responsible for GATX's North American railcar maintenance operations, engineering group, railcar service centers, field service activities and contract shop operations. Prior to GATX, Mr. Matthews served at FreightCar America for three years, where he most recently held the position of Senior Vice President of Operations for two years. Mr. Matthews was responsible for all operations at FreightCar America including its manufacturing, engineering, purchasing, quality and after market business operations.

Under an offer of employment, Mr. Matthews will receive an annual salary of $360,000 and will be eligible for an annual incentive bonus based on EBITDA performance. Mr. Matthews is entitled to participate in the Company's benefit plans and shareholder approved long-term incentive plans. The offer of employment also provides for the grant of 100,000 options to purchase shares of the Company's common stock. The options have a contractual life of 10 years from the date of grant and also vest one-third annually over a three year period from the date of grant.

On March 13, 2014, the Board of the Company increased the number of directors of the Company from six to seven directors in accordance with the Company's by-laws, as amended, and appointed Mr. Matthews to serve as a Class B director of the Company until the Company's 2014 annual meeting of shareholders and until his successor is duly elected and qualified. In light of Mr. Matthews' industry and leasing expertise and experience he has gained from such service, our Board and the Nominating Committee have concluded that Mr. Matthews would provide additional perspective and industry knowledge on the Board. Mr. Matthews was not appointed to serve on any committees of the Board.

Consistent with the Company's compensation practices for its employee directors, Mr. Matthews will not receive compensation for his participation on the Board.

Item 8.01. Other Events

On March 12, 2014, the Company issued a press release announcing the appointment of Mr. Matthews to President and Chief Executive Officer and the board of directors. A copy of the press release is attached hereto as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits
Exhibit No. Description
99.1 Press Release, dated March 12, 2014

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