Attached files
file | filename |
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EX-10.1 - Oil-Dri Corp of America | v171226_ex10-1.htm |
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 (Date of earliest event reported)
|
January
8, 2010
|
Oil-Dri
Corporation of America
|
(Exact
name of registrant as specified in its
charter)
|
Delaware
|
001-12622
|
36-2048898
|
||
(State
or other jurisdiction of incorporation)
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
410
North Michigan Avenue
Suite
400
Chicago,
Illinois
|
60611-4213
|
(Address
of principal executive offices)
|
(Zip
Code)
|
Registrant’s
telephone number, including area code
|
(312)
321-1515
|
(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 (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 or Certain Officers; Election of Directors; Appointment of
Certain Officers;
Compensatory Arrangements of Certain
Officers.
|
(b) On
January 8, 2010, Oil-Dri Corporation of America (the “Registrant”) terminated
the employment of Brian K. Bancroft, the Company’s Vice President and Chief
Procurement Officer and one of the Registrant’s named executive
officers. The termination was not for cause and is effective February
1, 2010. The Registrant expects to allocate Mr. Bancroft’s
responsibilities among other members of its leadership team.
(e) In
connection with his termination, the Registrant and Mr. Bancroft have entered
into an agreement pursuant to which the Registrant will pay post-termination
compensation to Mr. Bancroft. He will continue to receive
semi-monthly amounts equal to his current base salary for six months following
the effective date of his termination (amounting to gross payments of $102,000),
and he will be eligible to receive 50% of any annual incentive bonus for the
fiscal year ending July 31, 2010, calculated under the terms of the Registrant’s
Annual Incentive Plan, for which he would have been eligible had he remained a
full-time employee of the Registrant. The Registrant will also pay
certain amounts in connection with Mr. Bancroft’s medical and dental insurance
coverage and, under certain circumstances, will also pay him up to three
additional months of salary continuation benefits. The foregoing
summary is qualified in its entirety by reference to the full and complete terms
of the agreement, which is attached as Exhibit 10.1 to this Current Report on
Form 8-K, and which is incorporated herein by reference
Item
9.01
|
Financial
Statements and Exhibits.
|
(d) Exhibits
Exhibit
Number
|
Description of Exhibits |
10.1
|
Letter
Agreement, dated January 11, 2010, between the Registrant and Brian K.
Bancroft
|
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.
OIL-DRI CORPORATION OF AMERICA | |||
|
By:
|
/s/ Charles P. Brissman | |
Charles P. Brissman | |||
Vice President and General Counsel | |||
Date: January
12, 2010
Exhibit
Index
Exhibit
Number
|
Description of Exhibits |
10.1
|
Letter
Agreement, dated January 11, 2010, between the Registrant and Brian K.
Bancroft
|