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 28, 2008
Carriage Services, Inc.
(Exact name of registrant as specified in is charter)
| |
|
|
|
|
| Delaware
|
|
1-11961
|
|
76-0423828 |
| (State or other jurisdiction
|
|
(Commission
|
|
(IRS Employer |
| of incorporation)
|
|
File Number)
|
|
Identification No.) |
| |
|
|
|
|
| 3040 Post Oak Boulevard, Suite 300 |
|
|
| Houston, Texas |
|
77056 |
| (Address of principal executive offices) |
|
(Zip Code) |
Registrant’s telephone number, including area code:
(713) 332-8400
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligations 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)) |
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
See discussion under Item 5.02 below.
ITEM 1.02 TERMINATION OF MATERIAL DEFINITIVE AGREEMENT
See discussion under Item 5.02 below.
|
|
|
| ITEM 5.02 |
|
DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF
CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS |
As previously disclosed, Joseph Saporito, Executive Vice President, Chief Financial Officer
and Assistant Secretary of Carriage Services, Inc. (the “Company”) resigned his employment with the
Company effective as of April 30, 2008. In order to provide an orderly transition from the
Company, the Company and Mr. Saporito entered into a Release and Separation Agreement, dated as of
April 28, 2008 (the “Agreement”), which provides, among other things, that the Company will: (1)
continue to pay Mr. Saporito’s base salary for a period of up to twelve (12) months or until he
finds subsequent full-time employment, whichever occurs first (the “Separation Period”); (2) during
the Separation Period, pay the monthly premium costs for COBRA coverage for Mr. Saporito and his
covered dependents; (3) pay Mr. Saporito a lump sum payment of $150,000; (4) at the Company’s
discretion, provide Mr. Saporito with limited secretarial services during the Separation Period;
and (5) vest Mr. Saporito’s not currently vested restricted shares of common stock, which total
30,000 shares. Mr. Saporito released the Company from any and all claims.
The foregoing is a summary of certain terms and conditions of the Agreement and is qualified
in its entirety by reference to the full text of the Agreement attached hereto as Exhibit 10.1 and
incorporated herein by reference.
In connection with the execution of the Agreement, Mr. Saporito’s employment agreement with
the Company, dated August 7, 2007 (the “Employment Agreement”) is no longer in effect, except for
paragraphs 8 and 9 thereof (certain non-competition, non-solicitation and confidentiality
provisions). The Employment Agreement is attached as Exhibit 10.1 to the Form 8-K filed by the
Company on August 30, 2007, and incorporated herein by reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
| |
(d) |
|
The exhibits are listed in the Exhibit Index set forth on the final page of this
Current Report. |
-2-