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EX-99.1 - DIRECTOR RESIGNATION-02-22-10 - ALICO, INC. | ex99-1.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): February 22, 2010
ALICO,
INC.
(Exact
Name of Registrant as Specified in Charter)
FLORIDA
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0-261
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59-0906081
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||
(State
or Other Jurisdiction
of
Incorporation)
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(Commission
File Number)
|
(IRS
Employer
Identification
No.)
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POST
OFFICE BOX 338,
LA
BELLE, FLORIDA
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33975
|
|
(Address
of Principal Executive Offices)
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(Zip
Code)
|
Registrant’s
telephone number, including area code: (863) 675-2966
N/A
(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:
¨
|
Written
communications pursuant to Rule 425 under the Securities Act (17 C.F.R.
230.425)
|
¨
|
Soliciting
Material pursuant to Rule 14a-12 under the Exchange Act (17 C.F.R.
240.14a-12)
|
¨
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14D-2(b))
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¨
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 C.F.R.
240.13e-4(c))
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Item
5.02 Departure of Directors or Certain
Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On
Friday, February 19, 2010, before the Company’s annual shareholder’s
meeting, Evelyn D’An notified the Company that she was resigning as
the Chair of the Audit Committee and as a director of Alico, Inc.'s Board of
Directors effective Thursday, February 18, 2010. Ms. D’An indicated
that she has no disputes regarding the Company’s operations, policies or
practices. At the annual meeting, the other eight nominees to the
Board listed in the Company’s proxy statement, John R. Alexander, J.D.
Alexander, Robert E. Lee Caswell, Ramon A Rodriguez, John D. Rood, Charles L.
Palmer, Robert J. Viguet and Gordon Walker, PhD, were nominated to
continue to serve as directors and were elected as directors by a majority of
the votes present and voting at the meeting. Mr. Ramon A. Rodriquez
replaced Ms. D’An as Chairman of the Company’s Audit Committee and as the
Committee’s Financial Expert as required by applicable SEC and Nasdaq
Rules. Mr. Rodriquez currently also serves as Chairman of the Audit
Committee of Republic Services, Inc., a solid waste company listed on the NYSE.
Other committee assignments will be announced in a subsequent
filing.
Item
9.01. Financial Statements and
Exhibits.
(a) Financial Statements of Businesses
Acquired.
Not applicable.
(b) Pro Forma Financial
Information.
Not applicable.
(c) Shell Company
Transactions.
Not applicable.
(d) Exhibits.
The following exhibits are included
with this Report:
Exhibit 99.1
Copy of letter dated February 18, 2010 from Evelyn D’An to the
Registrant.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
ALICO,
INC.
(Registrant)
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Date:
February 22, 2010
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By:
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/s/
Steve Smith
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Steve
Smith
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President
and Principal Executive Officer
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Exhibit 99.1
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Copy
of. letter dated February
18, 2010 from Evelyn D’An to the Registrant
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EXHIBIT
99.1
February 18, 2010
Alico,
Inc.
640 South
Main Street
LaBelle,
Florida 33975-0338
Att: Gordon
Walker, Chairman of the Nominating and Governance Committee and John R.
Alexander, Chairman of the Board
Gentlemen:
Please
accept this letter as my resignation, effective immediately, as the Chair of the
Audit Committee and as a Director of the Board of Alico.
Sincerely,
/s/ Evelyn D’An
Evelyn D’An