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GRIF > SEC Filings for GRIF > Form 8-K on 14-Nov-2012All Recent SEC Filings

Show all filings for GRIFFIN LAND & NURSERIES INC



Change in Directors or Principal Officers, Regulation FD Disclosure

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

At the November 13, 2012 meeting of the Board of Directors of Griffin Land & Nurseries, Inc. ("Griffin" or "Registrant"), John J. Kirby, Jr. was elected to Griffin's Board of Directors, increasing Griffin's Board to seven members. Mr. Kirby will receive compensation consistent with Griffin's other non-management directors. Such compensation currently includes an annual cash retainer of $25,000 and $1,000 for each Board meeting attended. In addition, upon his election to Griffin's Board of Directors, Mr. Kirby was granted an option to purchase 2,378 shares of Griffin common stock with an exercise price of $25.23 per share in accordance with the terms of the Griffin Land & Nurseries, Inc. 2009 Stock Option Plan. The Board has determined that Mr. Kirby is not an independent director because he is a member of the Cullman and Ernst Group, which holds approximately 46% of Griffin's outstanding common stock. Mr. Kirby is not expected to serve on any Board committees at this time. Mr. Kirby is the brother-in-law of Frederick M. Danziger, Griffin's Chairman and Chief Executive Officer.

Item 7.01. Regulation FD Disclosure

A copy of Griffin's November 14, 2012 press release announcing the election of Mr. Kirby as a director of Griffin is attached as Exhibit 99.1.

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