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EX-99.1 - EX-99.1 - Swisher Hygiene Inc. | g25949exv99w1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): January 28, 2011
SWISHER HYGIENE INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or Other Jurisdiction of Incorporation)
000-54174 | 27-3819646 | |
(Commission File Number) | (I.R.S. Employer Identification No.) |
4725 Piedmont Row Drive, Suite 400 Charlotte, North Carolina |
28210 | |
(Address of Principal Executive Offices) | (Zip Code) |
(704) 364-7707
(Registrants Telephone Number, Including Area Code)
(Registrants Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, If Changed Since Last Report)
(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))
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers.
Effective
January 28, 2011, the Board of Directors of Swisher Hygiene Inc.
(the Company) appointed Harris W. Hudson and
William D. Pruitt as directors of the Company to fill the vacancies created upon the resignations
of James OConnor and Ramon A. Rodriguez, as described below. Mr. Hudson will serve as Chairman of
the Compensation Committee. Mr. Pruitt will serve as Chairman of the Audit Committee and as a
member of the Compensation Committee. Messrs. Hudson and Pruitt will receive the same compensation
as other non-employee directors of the Company, including an initial grant of $25,000 of restricted
stock units upon their appointment to the Board of Directors. The
restricted stock units are granted under the Companys 2010
Stock Incentive Plan, which plan is subject to stockholder approval. There are no transactions with
Messrs. Hudson or Pruitt that would require disclosure under
Item 404(a) of Regulation SK.
Effective January 28, 2011, James OConnor resigned from his positions as a director and Chairman
of the Compensation Committee of the Company. Effective January 28, 2011,
Ramon A. Rodriguez resigned from his positions as a director, Chairman of the Audit Committee, and
member of the Compensation Committee of the Company. Messrs. OConnor and Rodriguez had no
disagreements with the Company on any matter relating to the
Companys operations, policies, or
practices. Both individuals tendered their resignations in light of potential growth strategies
currently under consideration by the Company.
A copy of
the press release announcing the appointments and resignations of directors is attached
to this report as Exhibit 99.1 and is incorporated in this
report by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
99.1
Press release, dated January 28, 2011.
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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.
Date: January 31, 2011 | SWISHER HYGIENE INC. |
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By: | /s/ Steven Berrard | |||
Steven Berrard | ||||
President and Chief Executive Officer |
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Exhibit Index
Exhibit No. | Description | |
99.1
|
Press release, dated January 28, 2011. |
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