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): March 31, 2006
TRANSMONTAIGNE INC.
(Exact name of registrant as specified in its charter)
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Delaware |
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001-11763 |
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06-1052062 |
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(State or other jurisdiction |
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(Commission File Number) |
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(IRS Employer |
1670 Broadway, Suite 3100, Denver, CO 80202
(Address of principal executive offices)
Registrant’s telephone number, including area code: 303-626-8200
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):
o Written Communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01. Entry into a Material Definitive Agreement.
On March 31, 2006, our Chief Executive officer and our four other most highly compensated executive officers for the 2005 fiscal year, received grants of 125,000 restricted shares of our common stock, in the aggregate, under our Equity Incentive Plan, as amended, as follows:.
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Names |
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Title |
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Number of Restricted Shares |
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Donald H. Anderson |
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Vice Chairman, President and Chief Executive Officer |
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25,000 |
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William S. Dickey |
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Executive Vice President and Chief Operating Officer |
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35,000 |
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Randall J. Larson |
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Executive
Vice President, Chief Financial Officer and |
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35,000 |
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Frederick W. Boutin |
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Senior Vice President and Treasurer |
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15,000 |
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Erik B. Carlson |
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Senior Vice President, Corporate Secretary and General Counsel |
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15,000 |
The shares of restricted stock vest in four equal annual installments commencing on the first anniversary of the grant date. A copy of our Equity Incentive Plan, as amended, and the form of restricted stock agreement are filed as exhibits 10.1 and 10.2 to this report and incorporated herein by reference.
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Item 9.01. Financial Statements, Pro Forma Financial Information and Exhibits.
(d) Exhibits.
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Exhibit No. |
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Description of Exhibit |
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10.1 |
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TransMontaigne Inc. (formerly TransMontaigne Oil Company) Equity Incentive Plan (incorporated by reference to Exhibit A of TransMontaigne Inc.’s Definitive Proxy Statement filed with the SEC on August 8, 1997). |
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10.1A |
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Amendment to TransMontaigne Inc. Equity Incentive Plan (incorporated by reference to Exhibit A of TransMontaigne Inc.’s Definitive Proxy Statement filed with the SEC on October 26, 1999). |
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10.1B |
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Amendment to TransMontaigne Inc. Equity Incentive Plan (incorporated by reference to Exhibit 99.3 of TransMontaigne Inc.’s Registration Statement filed with the SEC on October 17, 2001). |
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10.1.1C |
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Amendment to TransMontaigne Inc. Equity Incentive Plan (incorporated by reference to Exhibit A of TransMontaigne Inc.’s Definitive Proxy Statement filed with the SEC on October 16, 2002). |
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10.2 |
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Form of TransMontaigne Inc. Equity Incentive Plan Restricted Stock Agreement.* |
* Filed herewith.
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SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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TRANSMONTAIGNE INC. |
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Date: April 6, 2006 |
By: |
/s/ Erik B. Carlson |
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Erik B. Carlson, Senior Vice
President, |
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EXHIBIT INDEX
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Exhibit No. |
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Description of Exhibit |
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10.1 |
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TransMontaigne Inc. (formerly TransMontaigne Oil Company) Equity Incentive Plan (incorporated by reference to Exhibit A of TransMontaigne Inc.’s Definitive Proxy Statement filed with the SEC on August 8, 1997). |
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10.1A |
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Amendment to TransMontaigne Inc. Equity Incentive Plan (incorporated by reference to Exhibit A of TransMontaigne Inc.’s Definitive Proxy Statement filed with the SEC on October 26, 1999). |
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10.1B |
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Amendment to TransMontaigne Inc. Equity Incentive Plan (incorporated by reference to Exhibit 99.3 of TransMontaigne Inc.’s Registration Statement filed with the SEC on October 17, 2001). |
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10.1.1C |
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Amendment to TransMontaigne Inc. Equity Incentive Plan (incorporated by reference to Exhibit A of TransMontaigne Inc.’s Definitive Proxy Statement filed with the SEC on October 16, 2002). |
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10.2 |
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Form of TransMontaigne Inc. Equity Incentive Plan Restricted Stock Agreement.* |
* Filed herewith.
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