Attached files
| file | filename |
|---|---|
| EX-10.1 - EX-10.1 - Dresser-Rand Group Inc. | d313533dex101.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): March 9, 2012
Dresser-Rand Group Inc.
(Exact name of registrant as specified in its Charter)
| Delaware | 001-32586 | 20-1780492 | ||
| (State or other jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| West 8 Tower, Suite 1000, 10205 Westheimer Road, Houston, Texas 112 Avenue Kleber, Paris, France |
77042 75784 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (713) 354-6100 (Houston)
33 156 26 71 71 (Paris)
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 (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | 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 |
On March 9, 2012, the Compensation Committee of the Board of Directors of Dresser-Rand Group Inc. (the “Company”) approved the Standard Terms and Conditions for grants of restricted stock units to be awarded on March 15, 2012, pursuant to the terms of the Company’s 2008 Stock Incentive Plan, to employees of the Company, including executive officers. These Standard Terms and Conditions were adopted in connection with the Company’s determination to make the incentive payment for 2011 under the Company’s Annual Incentive Plan in the form of restricted stock units that fully vest after one year rather than in cash. The Standard Terms and Conditions are filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein.
| Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits
| 10.1 | Dresser-Rand Group Inc. Standard Terms and Conditions for Restricted Stock Units. |
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.
| DRESSER-RAND GROUP INC. | ||||
| (Registrant) | ||||
| Date: March 13, 2012 | By: | /s/ Mark. F. Mai | ||
| Mark F. Mai | ||||
| Vice President, General Counsel and Secretary | ||||
DRESSER-RAND GROUP INC.
EXHIBIT INDEX
| Exhibit No. |
Subject Matter | |
| 10.1 | Dresser-Rand Group Inc. Standard Terms and Conditions for Restricted Stock Units. | |