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EX-10.1 - EXHIBIT - HANDY & HARMAN LTD.exhibit1012007incentivesto.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): May 21, 2013

HANDY & HARMAN LTD.
(Exact name of registrant as specified in its charter)
 
 
 
Delaware
1-2394
13-3768097
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
 
 
 
1133 Westchester Avenue, Suite N222, White Plains, New York
10604
(Address of principal executive offices)
(Zip Code)

Registrant’s telephone number, including area code: (914) 461-1300

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:

o 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.

At the 2013 Annual Meeting of Stockholders of Handy & Harman Ltd. (the “Company”) held on May 21, 2013, the Company's stockholders approved amendments to the Company's 2007 Incentive Stock Plan, as amended (the “2007 Plan”), to increase the number of shares of the Company's Common Stock subject to the 2007 Plan by 425,000 shares and to make certain other administrative amendments. A description of the 2007 Plan, as amended, is included in the Company's Proxy Statement filed with the Securities and Exchange Commission on April 29, 2013. The description of the 2007 Plan is incorporated herein by reference and is qualified in its entirety by reference to the full text of the 2007 Plan, a copy of which is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.
 
(d)           Exhibits
 

Exhibit No.
Exhibits


10.1
Handy & Harman Ltd. 2007 Incentive Stock Plan, as amended.






SIGNATURES
 
Pursuant to the requirements of the Exchange Act, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
 
HANDY & HARMAN LTD.
 
 
 
 
 
 
Dated:  May 28, 2013
By:
/s/ James F. McCabe, Jr.
 
Name:
James F. McCabe, Jr.
 
Title:
Chief Financial Officer





EXHIBIT INDEX

Exhibit No.
Exhibits


10.1
Handy & Harman Ltd. 2007 Incentive Stock Plan, as amended.