WWW.EXFILE.COM 888.775-4789 NORTH AMERICAN GALVANIZING -- FORM 8-K
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
WASHINGTON, D.C.
20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR
15(d) OF THE
SECURITIES EXCHANGE ACT OF
1934
Date of
Report (Date of earliest event reported): March 5, 2008
North American Galvanizing &
Coatings, Inc.
(Exact
name of registrant as specified in its charter)
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Delaware
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1-3920
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71-0268502
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(State
or other
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(Commission
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(IRS
Employer
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jurisdiction
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File
Number)
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Identification
No.)
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of
incorporation)
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5314 South Yale Avenue, Suite
1000, Tulsa, Oklahoma
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74135
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (918)
494-0964
Not
applicable
(Former
name or former address, if changed since last report)
Check the appropriate box below if the
Form 8-K filing is intended to simultaneously satisfy the filing obligation of
the registrant under any of the following provisions:
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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ITEM
5.02.
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COMPENSATORY
ARRANGEMENTS OF CERTAIN
OFFICERS
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During
2004, North American Galvanizing and Coatings, Inc. (the “Company”) adopted,
with shareholder approval, the Company’s 2004 Incentive Stock Plan (the “Plan”),
which provided for the grant of forfeitable shares of the Company’s Common Stock
(“Restricted Stock”).
On March
5, 2008, the Board of Directors approved the Restricted Stock Award Agreement
(the “Agreement”). As provided under the Agreement, the Restricted Stock shall
vest and become non-forfeitable on the date of the earliest to occur of the
following:
(a) the date
that is four (4) years after the Date of Grant for employees or the date that is
two (2) years after the Date of Grant for outside directors;
(b) the date
of a Change in Control;
(c) the date
the Participant’s employment is terminated because the Participant is
disabled;
(d) the date
of the Participant’s death, but only if death occurs while the Participant is
employed by or providing services as a director to the Company.
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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NORTH AMERICAN GALVANIZING
& COATINGS, INC. |
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Date: March 11,
2008
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By:
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/s/ Beth
B. Hood |
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Beth B. Hood |
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Vice President and Chief
Financial Officer |
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