- Current report filing (8-K)
March 16 2010 - 2:19PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
March 16, 2010
Date of Report (Date of earliest event reported)
Generac Holdings Inc.
(Exact name of
registrant as specified in its charter)
Delaware
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001-34627
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20-5654756
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(State or other
jurisdiction
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(Commission
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(IRS Employer
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of
incorporation)
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File Number)
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Identification
No.)
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S45
W29290 Hwy. 59
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Waukesha,
Wisconsin
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53187
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(Address of
principal executive offices)
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(Zip Code)
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(262) 544-4811
(Registrants 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):
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 5.02(f)
Departure
of Directors or Principal Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers.
Generac
Holdings Inc. (the Company) filed with the Securities and Exchange Commission
a Registration Statement on Form S-1 (Registration No. 333-162590)
(as amended, the Registration Statement), which became effective on February 10,
2010 (such time, the Effective Time), and the related final prospectus (the Prospectus)
on February 11, 2010. The summary
compensation table for the 2009 fiscal year which was included in the
Registration Statement and Prospectus did not reflect 2009 non-equity incentive
plan compensation and the employer matching contributions under the Companys
defined contribution plan because, at the Effective Time, these amounts were
not yet calculable.
The
table below has been updated to include the 2009 compensation information that
was not calculable as of the Effective Time. Such amounts have now been
determined upon the completion of the Companys consolidated financial
statements for the year ended December 31, 2009. New information (i.e.,
information that was not included in the Registration Statement) has been
indicated by
bold italics
:
Name and principal position
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Year
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Salary
($)
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Bonus
($)(1)
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Stock
awards
($)(2)
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Non-Equity
Incentive
Plan
compensation
($)
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Change
in
pension
value
($)
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All
other
compensation
($)(3)
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Total
($)
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Aaron
Jagdfeld
Chief Executive Officer
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2009
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400,000
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9,936
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84,000
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24,629
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7,350
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525,915
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York
Ragen
Chief Financial Officer
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2009
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183,086
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497
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51,765
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2,679
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4,125
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242,152
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Dawn
Tabat
Chief Operating Officer,Executive Vice President
and Secretary
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2009
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450,000
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9,936
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94,500
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120,137
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7,350
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681,923
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Clement
Feng
Senior Vice President, Marketing
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2009
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270,000
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266,591
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2,484
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48,600
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2,452
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7,350
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597,477
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Roger
Schaus, Jr.
Senior Vice President of Service Operations
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2009
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200,650
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994
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30,992
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55,512
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5,984
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294,132
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(1) The bonus amount
consists of the special bonus granted to Mr. Feng in 2009 to repay and
discharge in full a loan granted to Mr. Feng in 2007. A portion of the
amount ($36,849) was paid in 2010, after the Effective Time.
(2) Represents the
dollar amount recognized for financial statement reporting purposes with
respect to 2009 in accordance with Financial Accounting Standards Board
Accounting Standards Codification Topic 718, CompensationStock Compensation,
but disregarding estimates of forfeitures related to service-based vesting
conditions. There were no forfeitures of restricted stock held by the named
executive officers during fiscal 2009. The compensation disclosed consists of
the amortization expense resulting from the purchase of restricted shares of
the Companys Class A Common Stock (subsequently converted into common
stock in connection with the Companys initial public offering) by named
executive officers at a discount from fair market value. For purposes of this
calculation, the Company has assumed that the total discount from fair market
value for the purchased Class A common shares is being amortized ratably over
the vesting provisions of these restricted shares.
(3) All other
compensation represents the employer matching contributions of the defined
contribution plan.
2
SIGNATURES
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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GENERAC HOLDINGS INC.
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/s/
York A. Ragen
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Name:
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York
A. Ragen
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Title:
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Chief Financial Officer
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Date: March 16,
2010
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3
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