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
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Date of Report (Date of earliest event reported)
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August 8, 2006 |
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NACCO Industries, Inc.
(Exact name of registrant as specified in its charter)
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| Delaware
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1-9172
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34-61505819 |
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| (State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.) |
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5875 Landerbrook Drive
Cleveland, Ohio
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44124-4017 |
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| (Address of principal executive offices)
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(Zip Code) |
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Registrant’s telephone number, including area code (440) 449-9600
N/A
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K 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 August 8, 2006, the Compensation Committee of The North American Coal Corporation (“NA
Coal”), a wholly owned subsidiary of NACCO Industries, Inc., adopted (1) Amendment No. 1 to The
North American Coal Corporation Value Appreciation Plan For Years 2000 to 2009 (As Amended and
Restated as of January 1, 2005) (“Amendment No. 1 to Old VAP”) and (2) The North American Coal
Corporation Value Appreciation Plan For Years 2006 to 2015 (Effective as of January 1, 2006) (the
“New VAP”).
Amendment No. 1 to Old VAP freezes The North American Coal Corporation Value Appreciation Plan
For Years 2000 to 2009 (As Amended and Restated as of January 1, 2005) (the “Old VAP”) as of
January 1, 2006 and rescinds the target awards that were granted thereunder for the 2006 calendar
year. While no new awards will be granted under the Old VAP, outstanding awards will continue to
be subject to the terms of the Old VAP. As such, the value of the awards will remain credited to
participants’ accounts and will be credited with interest based upon the average monthly rate of
ten-year U.S. Treasury Bonds. The accounts will be paid at the earlier of December 31, 2009, the
date of termination of employment on account of death, disability or retirement or in the event of
an unforeseeable emergency.
The Compensation Committee of the Board of Directors of NA Coal (the “Compensation Committee”)
adopted the New VAP as a replacement for the Old VAP. The New VAP is substantially similar to the
Old VAP. Employees of NA Coal and its subsidiaries, who, in the judgment of the Compensation
Committee occupy officer or key management positions, are eligible to participate in the New VAP.
In addition to adopting the New VAP, the Compensation Committee established performance
criteria for the ten-year term of the New VAP. For the years 2006 to 2015, participants are
eligible to earn a target long-term incentive award during each annual award term. Final awards
for participants under the New VAP are based on the participants’ target awards measured against
the following performance criteria for the ten-year term of the New VAP:
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net income of current projects; and |
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net income of new projects. |
Amendment No. 1 to Old VAP and the New VAP are attached to this Current Report on Form 8-K as
Exhibits 10.1 and 10.2, respectively, and are hereby incorporated herein by reference. The
foregoing summary of Amendment No. 1 to Old VAP and the New VAP is qualified in its entirety by
reference to the full text of Amendment No. 1 to Old VAP and the New VAP, which are attached hereto
as Exhibits 10. 1 and 10.2, respectively.
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