SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF
THE
SECURITIES AND EXCHANGE ACT OF 1934
Date
of
Report (Date of earliest event reported) March 1, 2007
WASTE
CONNECTIONS, INC.
(Exact
name of registrant as specified in its charter)
DELAWARE
(State
or
other jurisdiction of incorporation)
COMMISSION
FILE NO. 1-31507
94-3283464
(I.R.S.
Employer Identification No.)
35
Iron Point Circle, Suite 200, Folsom, CA 95630
(Address
of principal executive offices)
(916)
608-8200
(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:
| 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))
|
INFORMATION
TO BE INCLUDED IN THE REPORT
Item
5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
(d)
On
March
1, 2007, at a meeting held by the Board of Directors of Waste Connections,
Inc.,
the Board authorized an increase in the number of directors comprising the
entire Board from five to six. Following this action, the Board of Directors
elected Edward E. “Ned” Guillet to fill the new directorship created by the
Board. Mr. Guillet was not elected pursuant to any arrangement or understanding
between him and any other persons. Mr. Guillet was elected as a Class III
director, but was not yet appointed to any of the Board’s committees.
In
connection with his election as a director, the Board granted Mr. Guillet
3,000
restricted stock units under the company’s Second Amended and Restated 2004
Equity Incentive Plan, effective March 5, 2007. The units vest in two
successive, equal, annual installments upon the March 5, 2007 grant date
and the
first anniversary of the grant date.
As
of
February 1, 2007, the Compensation Committee of the Board of Directors of
Waste Connections, Inc. raised the monthly retainer each of the company’s
independent directors receives by $500 from $1,625 per month to $2,125 per
month, which Mr. Guillet will receive. Mr. Guillet will also receive the
$4,500 fee each independent director receives for attending each Board meeting
and each committee meeting (unless held in conjunction with a full Board
meeting) in person, which amount remained unchanged. Each Board member,
including Mr. Guillet, is also eligible for reimbursement of reasonable expenses
incurred.
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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WASTE
CONNECTIONS, INC.
(Registrant)
|
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| Date: March 6, 2007 | By: | /s/ Worthing F. Jackman |
|
Worthing
F. Jackman,
Executive
Vice President and
Chief
Financial Officer
|
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