Business Context and Reporting Period
This Form 8-K Current Report was filed by Curtiss-Wright Corporation on October 9, 2006. The report discloses the entry into a material definitive agreement regarding executive compensation.
Key Financial Metrics
The filing does not provide standard financial performance metrics such as revenue, profit, cash flow, margins, debt, or liquidity. The only financial data disclosed relates to the valuation of a specific executive compensation grant.
- Grant Value: Equivalent to $1,000,000 (based on the closing price of Curtiss-Wright Common Stock on February 7, 2006).
- Grant Size: 33,870 Restricted Stock Units (RSUs).
Material Changes
The material change reported is the execution of a Restricted Stock Unit Retention Agreement with David Linton, Vice President of Curtiss-Wright Corporation and President of Curtiss-Wright Flow Control Corporation. This agreement was approved by the Board of Directors on February 7, 2006, and formally entered into on October 9, 2006.
Guidance, Outlook, and Management Commentary
The filing contains no forward-looking guidance, outlook, or general management commentary regarding company operations. The document focuses exclusively on the terms of the retention agreement:
- Vesting Schedule: The entire grant vests on February 6, 2016, contingent upon Mr. Linton remaining employed and not being terminated for "Cause."
- Conversion Options: Mr. Linton may elect to convert units to common stock or defer conversion (up to 5 years) on or before December 31, 2015.
- Accelerated Vesting: Immediate vesting and conversion occur upon death, disability, or a Change in Control.
- Anti-Dilution: Adjustments apply in the event of recapitalization, reorganization, merger, consolidation, or stock splits.
Important Facts for Investor Verification
- Verify the impact of the $1,000,000 grant on the company's future compensation expense and share dilution.
- Confirm the specific definition of "Cause" within the agreement to understand termination risks.
- Review the full text of Exhibit 10.1 for detailed legal terms regarding the Change in Control provisions.
- Note that this filing does not contain quarterly or annual financial results; investors should refer to the most recent 10-Q or 10-K for operational metrics.