Applica Incorporated
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 19, 2006
APPLICA INCORPORATED
(Exact name of Registrant as specified in its charter)
Commission File Number 1-10177
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Florida
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59-1028301 |
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification Number) |
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3633 Flamingo Road, Miramar, Florida
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33027 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: (954) 883-1000
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 1.01 Entry Into A Material Definitive Agreement.
In connection with the Companys decision to pursue strategic alternatives, which was
announced in the first quarter of 2006, the Board of Directors has undertaken a review of
employment and change-in-control benefits for certain senior officers. As a result of such review
and in order to assure continuity of Applicas executive management and their continued attention
to their respective duties without any distraction arising out of the circumstances surrounding any
potential change of control of Applica, on April 19, 2006, the Board of Directors of Applica
Incorporated adopted and approved an Executive Change Of Control Severance Plan. In addition, the
Board of Directors approved amendments to the employment agreements
with certain executive officers, which modified the definition of Good Reason to include a relocation provision.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits.
A copy of the Executive Change Of Control Severance Plan is attached as Exhibit 10.1 to this
report.
A copy of the Amendment to Employment Agreement between Applica Consumer Products, Inc. and
Terry L. Polistina dated April 19, 2006 is attached hereto as Exhibit 10.2 to this report.
A copy of the Amendment to Employment Agreement between Applica Consumer Products, Inc. and
Brian S. Guptill dated April 19, 2006 is attached hereto as Exhibit 10.3 to this report.
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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, thereunto duly authorized.
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Date: April 20, 2006 |
Applica Incorporated
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By: |
/s/ Terry Polistina
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Terry Polistina, Senior Vice President and Chief |
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Financial Officer of Applica Incorporated |
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Exhibit Index
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Exhibit No.
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Description |
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10.1
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Executive Change Of Control Severance Plan |
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10.2
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Amendment to Employment Agreement between Applica Consumer Products, Inc. and Terry L.
Polistina dated April 19, 2006 |
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10.3
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Amendment to Employment Agreement between Applica Consumer Products, Inc. and Brian S.
Guptill dated April 19, 2006 |
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