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 25, 2013
NEWMARKET CORPORATION
(Exact name of Registrant as specified in charter)
| Virginia | 1-32190 | 20-0812170 | ||
| (State or other jurisdiction of incorporation) |
(Commission file number) |
(IRS employer identification no.) | ||
| 330 South Fourth Street, Richmond, Virginia | 23219 | |||
| (Address of principal executive offices) | (Zip code) | |||
Registrant’s telephone number, including area code (804) 788-5000
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 January 25, 2013, the Compensation Committee of the Board of Directors of NewMarket Corporation (the “Company”), taking into consideration the Company’s achievements for 2012, approved the following bonus payments for the Company’s named executive officers:
| Thomas E. Gottwald, |
$ | 725,000 | ||
| President and Chief Executive Officer of the Company |
||||
| C.S. Warren Huang, |
$ | 625,000 | ||
| President of Afton Chemical Corporation, a whollyowned subsidiary of the Company(1) |
||||
| Steven M. Edmonds, |
$ | 330,000 | ||
| Vice President and General Counsel of the Company |
||||
| Bruce R. Hazelgrove, III, |
$ | 330,000 | ||
| Vice President – Corporate Resources of the Company |
||||
| David A. Fiorenza, |
$ | 210,000 | ||
| Vice President and Chief Financial Officer of the Company |
||||
| (1) | Mr. Huang served as President of Afton Chemical Corporation through December 31, 2012 and now serves as Vice Chairman of Afton Chemical Corporation. |
SIGNATURE
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 29, 2013
| NEWMARKET CORPORATION | ||
| By: | /s/ David A. Fiorenza | |
| David A. Fiorenza | ||
| Vice President and Chief Financial Officer | ||