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): June 4, 2010
Rockwell Automation, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
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1-12383
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25-1797617 |
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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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1201 South Second Street
Milwaukee, Wisconsin
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53204 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: (414) 382-2000
(Former name or former address, if changed since last report.)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 8.01. Other Events.
On June 4, 2010, our Board of Directors approved amendments to the Rockwell Automation, Inc.
2008 Long-Term Incentives Plan (the LTIP Amendments). Our 2008 Long-Term Incentives Plan (the 2008
Plan) was originally adopted by our Board of Directors on December 5, 2007 and approved by our
shareowners on February 4, 2008. On December 9, 2009, the Board approved amendments to the 2008
Plan and the 2008 Plan, as amended, was approved by our shareowners on February 2, 2010.
The LTIP Amendments (i) impose minimum vesting periods for all performance shares and
performance units granted after June 4, 2010, except in the event of death, disability, retirement
or change of control; and (ii) require shareowner approval to accelerate the exercisability of, or
the lapse of restrictions on, performance shares and performance units, except in the event of
death, disability, retirement or change of control.
The 2008 Plan, as amended, permits the grant of a variety of awards to employees (including
our named executive officers) and prospective employees, including stock options, stock
appreciation rights, restricted stock, restricted stock units, performance units and performance
shares.
The foregoing description of the 2008 Plan, as amended, is not complete and is qualified in
its entirety by reference to the full text of the 2008 Plan, as amended, a copy of which is filed
herewith as Exhibit 99 and is incorporated herein by reference. The copy of the 2008 Plan, as
amended, filed as Exhibit 99 is marked to show the LTIP Amendments.
Item 9.01. Financial Statements and Exhibits.
99. Rockwell Automation, Inc. 2008 Long-Term Incentives Plan, as amended and restated through
June 4, 2010.
(Page 2 of 4 Pages)