Business Context and Reporting Period
This Form 8-K Current Report was filed by Avery Dennison Corporation on December 4, 2008. The filing addresses corporate governance changes, specifically the departure of senior officers and the ratification of amended compensation plans to comply with Section 409A of the Internal Revenue Code.
Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on personnel changes and legal compliance regarding executive compensation plans.
Material Changes
- Executive Departure: Robert G. van Schoonenberg resigned as Secretary effective December 5, 2008, and as Executive Vice President and Chief Legal Officer effective December 31, 2008, coinciding with his retirement.
- Executive Appointment: Susan C. Miller was elected Secretary effective December 5, 2008, while continuing her role as Senior Vice President and General Counsel.
- Compensation Plan Amendments: The Board ratified amendments to multiple equity and benefit plans, including the Director Equity Plan, 2005 DVDCP, 2005 EVDRP, Stock Option and Incentive Plan, and Benefit Restoration Plan, to ensure compliance with Section 409A of the Internal Revenue Code.
Guidance, Outlook, and Risks
The filing contains no financial guidance, outlook, or management commentary regarding future business performance. The primary contingency noted is the regulatory requirement to amend compensation agreements to satisfy Section 409A of the Internal Revenue Code.
Key Facts for Investor Verification
- Confirm the effective dates of Robert G. van Schoonenberg's retirement and Susan C. Miller's new role as Secretary.
- Review the specific terms of the amended equity and benefit plans (Exhibits 10.15.1 through 10.32.1) to understand changes in executive compensation structures.
- Verify that the transition of legal and secretarial duties does not impact ongoing litigation or regulatory compliance.