UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date of
Report: December 30, 2009
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CHINA
XD PLASTICS COMPANY LIMITED
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(Exact
name of registrant as specified in its
charter)
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Nevada
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333-134073
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04-3836208
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(State
or Other
Jurisdiction
of
Incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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No.
9 Qinling Road, Yingbin Road Centralized Industrial Park
Harbin
Development Zone, Heilongjiang, China
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(ADDRESS
OF PRINCIPAL EXECUTIVE OFFICES)
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150078
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(Zip
Code)
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86-451-84346600
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(Registrant's
telephone number, including area
code)
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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 (see General Instruction A.2. below):
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))
Item
5.02. Departure of Directors of Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On
December 30, 2009, the Board of Directors (the “Board”) of China XD Plastics
Company Limited (the “Company”) approved its 2010 Executive Compensation Program
which set forth cash and stock compensation of the Company’s executives and
directors, including the Company’s named executive officers as
follows:
Compensation
for Mr. Jie Han, the Company’s Chief Executive Officer
For the
fiscal year 2010, Mr. Han shall be entitled to a base salary of $146,500 and
option award to purchase up to 150,000 shares of the Company’s common stock at
the per share exercise price of $8.01, under the Company’s 2009 Stock
Option/Stock Issuance Plan registered on From S-8 (the “Plan”). One-third of the
stock options shall vest on the every anniversary of the grant date over a three
year period. In addition, Mr. Han may receive a discretionary bonus as
determined by the Compensation Committee of the Board at the end of the fiscal
year.
Compensation
for Mr. Taylor Zhang, the Company’s Chief Financial Officer
For the
fiscal year 2010, Mr. Zhang shall be entitled to a base salary of $108,000 and
option award to purchase up to 75,000 shares of the Company’s common stock at
the per share exercise price of $8.01 under the Plan. One-third of the stock
options shall vest on the every anniversary of the grant date over a three year
period. In addition, Mr. Zhang may receive a discretionary bonus as determined
by the Compensation Committee of the Board at the end of the fiscal
year.
Compensation
for Mr. Qingwei Ma, the Company’s Chief Operating Officer
For the
fiscal year 2010, Mr. Ma shall be entitled to a base salary of $73,200 and
option award to purchase up to 75,000 shares of the Company’s common stock at
the per share exercise price of $8.01, under the Plan. One-third of the stock
options shall vest on the every anniversary of the grant date over a three year
period. In addition, Mr. Ma may receive a discretionary bonus as determined by
the Compensation Committee of the Board at the end of the fiscal
year.
Compensation
for the Company’s Directors
The
Company’s employee directors receive no additional compensation for their
services to the Company as directors, including the Chairman of the Board of
Directors.
For
fiscal year 2010, all non-employee directors who reside in China shall receive
annual cash compensation of RMB 36,000 (approximately $5,300) and all
non-employee directors who reside outside of China shall receive annual cash
compensation of $36,000. In addition, each non-employee directors
shall receive after the anniversary of their appointments to the Company, a
stock award equal to a number of shares of the Company’s common stock valued at
$50,000 for those who reside outside of China and RMB50,000 (approximately
$7,350) for those who reside in China, based on the market value of the common
stock at the time of the stock award and such stock award shall vest on the
first anniversary of the grant date. The Company has repurchase rights on the
unvested shares of the stock award.
SIGNATURES
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.
Dated:
January 4, 2010
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China
XD Plastics Company Limited
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By:
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/s/
Jie Han
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Name: Jie
Han
Title: Chief
Executive Officer
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