Unassociated Document
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): April 9, 2007 (April 9,
2007)
Chemtura
Corporation
(Exact
name of registrant as specified in its charter)
Delaware
(State
or other jurisdiction
of
incorporation)
|
|
1-15339
(Commission
file number)
|
|
52-2183153
(IRS
employer
identification
number)
|
199
Benson Road, Middlebury, Connecticut
(Address
of principal executive offices)
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|
06749
(Zip
Code)
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(203)
573-2000
(Registrant's
telephone number, including area code)
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):
[
]
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.
*
*
*
(c)
Mr.
Stephen C. Forsyth was appointed as Executive Vice President and Chief Financial
Officer, effective April 30, 2007. Mr. Forsyth, 51, joins the Company after
27
years with Hexcel Corporation, a leading advanced structural materials company,
where he served as Executive Vice President and Chief Financial Officer since
1996. Mr. Forsyth also has sixteen years of operating experience with Hexcel,
including serving as vice president of international operations, responsible
for
one-third of Hexcel’s sales, assets and employees, and serving as manager of
various resins and chemicals businesses and international
divisions.
In
connection with his employment and subject to the approval of the Organization,
Compensation and Governance Committee of the Board of Directors, Mr. Forsyth
will receive (i) a sign-on bonus of $100,000, one-half payable in the pay period
following 30 days of employment, and one-half payable in the pay period
following the first anniversary of employment; (ii) 45,000 shares of
performance-based restricted stock of the Company to be earned under the 2007
-
2009 Chemtura Corporation Long-Term Incentive Program; (iii) 45,000 shares
of
restricted stock to vest on the second anniversary of Mr. Forsyth’s employment;
and (iv) stock options covering 135,000 shares exercisable in four annual
installments commencing on the first anniversary of Mr. Forsyth’s employment
with the Company. The restricted stock and stock options will be granted as
of
his first day of employment and priced at the New York Stock Exchange closing
price of a share of Company stock on that date. In addition, Mr. Forsyth will
participate in the (i) 2007 Chemtura Corporation Management Incentive Plan;
(ii)
Chemtura Corporation Key Executive and Key Employee Severance Plan which
provides for payments following termination after a change-in-control, in form
similar to those covering other senior executives of the Company; (iii) Chemtura
Corporation Supplemental Savings Plan; and (iv) “Flexperq” Program to the extent
of $32,000 in lieu of other executive perquisites.
A
copy of
a press release announcing Mr. Forsyth’s appointment is attached hereto as
Exhibit 99.1 and is incorporated herein by reference.
Item
9.01
Financial Statements and Exhibits.
*
*
*
Exhibit
Number
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Exhibit
Description
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99.1
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Press
Release Dated April 9, 2007
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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Chemtura
Corporation
(Registrant)
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By:
/s/ Barry J. Shainman
Name:
Barry J. Shainman
Title:
Vice President and Secretary
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Exhibit
Number
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Exhibit
Description
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99.1
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Press
Release Dated April 9, 2007
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