UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K/A
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 3, 2008
WATTS
WATER TECHNOLOGIES, INC.
(Exact
Name of Registrant as Specified in its Charter)
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DELAWARE
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001-11499
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04-2916536
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(State
or Other Jurisdiction
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(Commission
File Number)
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(IRS
Employer
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of
Incorporation)
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Identification
No.)
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815
Chestnut Street, North Andover, Massachusetts 01845
(Address
of Principal Executive Offices) (Zip Code)
(978)
688-1811
(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):
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
5.02 –
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Departure
of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain
Officers
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On
February 19, 2008, Watts Water Technologies, Inc. (the “Registrant”) filed a
Current Report on Form 8-K (the “Original 8-K”) announcing that on February 14,
2008 Paul A. Lacourciere resigned as Executive Vice President of Manufacturing
of the Registrant effective as of February 29, 2008. This amendment
to the Original 8-K is being filed to report that on March 3, 2008 the
Registrant received from Mr. Lacourciere a signed letter agreement dated
February 14, 2008 regarding the terms of his resignation (the “Resignation
Agreement”).
Pursuant
to the Resignation Agreement, (i) Mr. Lacourciere will receive a lump sum
severance payment in the amount of $395,825, which amount was calculated based
on Mr. Lacourciere’s annual base salary of $223,000 plus a discretionary bonus
for 2008 in the amount of $61,325, (ii) the Registrant will pay the cost of
continued health coverage under the Consolidated Omnibus Reconciliation Act of
1985, as amended (“COBRA”), until August 30, 2009, if Mr. Lacourciere elects
COBRA coverage, and (iii) the Registrant will provide Mr. Lacourciere with
career transition services for a period of up to six months through a career
consultant selected by Watts. The Resignation Agreement contains a
general release from Mr. Lacourciere, the effectiveness of which is subject to
statutory review and revocation periods. No severance payments or
other benefits will be paid pursuant to the Resignation Agreement until the
statutory revocation period has passed. The Resignation Agreement
also contains certain non-disparagement covenants and a covenant not to solicit
for employment or hire any employee of Watts for a period of 18 months following
Mr. Lacourciere’s resignation date.
Mr.
Lacourciere is entitled to exercise the vested portion of his stock options to
purchase up to 20,000 shares of the Registrant’s Class A Common Stock previously
granted to him under the Registrant’s 2004 Stock Incentive Plan for a period of
six months following February 29, 2008. Mr. Lacourciere’s unvested
stock options and unvested shares of restricted stock previously granted to him
under the 2004 Stock Incentive Plan, and all unexercised stock options
previously granted to him under the Registrant’s 1996 Stock Option Plan were
cancelled as of February 29, 2008 in accordance with the terms of such plans and
the award agreements. Pursuant to the terms of the Management Stock Purchase
Plan, Mr. Lacourciere’s unvested RSUs were cancelled as of February 29, 2008 and
he will receive a cash payment equal to the number of such unvested RSUs
multiplied by the lesser of (a) 67% of the fair market value of the
Registrant’s Class A Common Stock on the date the RSU was awarded plus simple
interest per annum on such amount at the one-year U.S. Treasury Bill rate in
effect on the award date and each anniversary thereof, or (b) the fair
market value of the Registrant’s Class A Common Stock on February 29,
2008. As a result of the American Jobs Creation Act of 2004, because
Mr. Lacourciere is an officer of the Registrant, the cash payment for his
unvested RSU’s cannot be made until at least six months after his resignation
date.
SIGNATURE
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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WATTS
WATER TECHNOLOGIES, INC.
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Date:
March 4, 2008
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By:
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/s/ William C.
McCartney
William
C. McCartney
Chief
Financial Officer
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