SEC Filing Summary: Actuant Corporation (Form 8-K)
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Actuant Corporation on June 27, 2007, covering events occurring on June 25, 2007. The filing addresses executive compensation and retention arrangements rather than routine financial performance reporting.
Key Financial Metrics
The filing text does not provide specific values for revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on the terms of a Retention Agreement with an executive officer.
Material Changes
On June 25, 2007, Actuant Corporation entered into a Retention Agreement with William Blackmore, Executive Vice President and Global Engineered Solutions Leader. Key changes include:
- Employment Term: Mr. Blackmore's employment is secured through at least December 31, 2009.
- Compensation: Base salary, bonus targets, and benefit program participation remain unchanged.
- Change in Control Provisions: The existing Change in Control Agreement was amended. If Mr. Blackmore resigns for "good reason" or is terminated without cause within six months prior to a change in control, he is entitled to:
- One year of base salary and benefits, or benefits through December 31, 2009, whichever is longer.
- Acceleration of vesting for all previously granted options to the extent they would have vested by December 31, 2009.
- Options remaining exercisable until December 31, 2010.
- Termination for Cause/Resignation: No additional compensation beyond the last day of employment is provided if he leaves for reasons other than "good reason" or is terminated for cause.
Guidance, Outlook, and Risks
The filing contains no financial guidance, outlook, or general risk factors. The primary contingency described is the potential financial obligation to Mr. Blackmore in the event of a change in control or specific termination scenarios. The full text of the agreement is attached as Exhibit 10.1.
Investor Verification Checklist
- Review Exhibit 10.1 for the complete legal definition of "good reason" and "change in control."
- Verify the total number of outstanding options held by Mr. Blackmore to assess the potential cost of accelerated vesting.
- Confirm if this retention agreement signals broader executive turnover or strategic shifts within the Global Engineered Solutions division.
- Check subsequent filings for any actual triggering of the change in control provisions.