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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
Date of Report (Date of earliest event reported): December 8, 2006
(Exact name of registrant as specified in its charter)
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Delaware
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1-12804
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86-0748362 |
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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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7420 South Kyrene Road, Suite 101, Tempe, Arizona
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85283 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: (480) 894-6311
(Former name or former address, if changed since last report)
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))
TABLE OF CONTENTS
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
On December 8, 2006, the Compensation Committee of the Board of Directors of Mobile Mini, Inc., in
connection with its periodic review of executive and other employee compensation, increased the
base salaries of its chief executive officer and other named executive officers after a review of
performance and market data. The following table sets forth the annual base salary levels of the
Companys named executive officers effective on January 1, 2007:
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NAME |
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POSITION |
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SALARY |
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Steven G. Bunger
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Chairman, Chief Executive Officer
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$500,000 |
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and President |
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Lawrence Trachtenberg
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Executive Vice President, Chief
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$325,000 |
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Financial Officer, General |
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Counsel, Treasurer and Secretary |
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Deborah K. Keeley
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Senior Vice President and Chief
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$185,000 |
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Accounting Officer |
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Ms. Keeleys salary figure does not include a $5,000 per year payment under a non-compete
agreement.
On December 8, 2006, the Compensation Committee awarded shares of restricted stock to certain
employees of the Company, including the chief executive officer and the other named executive
officers, under the Companys 2006 Equity Incentive Plan. Half of the restricted stock vests in
four equal installments, with the first vesting occurring on the first anniversary of the grant
date. The other half of the restricted stock will vest in installments if the Company achieves
stated adjusted EBITDA (e.g., earnings before interest expense, debt restructuring costs (if any
during the measurement period), provision for income taxes, depreciation and amortization, as
adjusted) performance targets over the next four years. If the Company does not achieve the EBITDA
target for a particular year, none of the performance based shares for that year will vest. Any of
the performance based shares that do not vest in a particular year may nevertheless vest in a
subsequent year if the Company meets or exceeds the cumulative EBITDA target. The following table
sets forth the shares of restricted stock awarded to the Companys named executive officers:
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Steven G. Bunger
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Chairman, Chief Executive Officer
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29,772 shares |
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and President |
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Lawrence Trachtenberg
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Executive Vice President, Chief
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21,996 shares |
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Financial Officer, General |
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Counsel, Treasurer and Secretary |
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Deborah K. Keeley
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Senior Vice President and Chief
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8,757 shares |
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Accounting Officer |
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On December 8, 2006, the Compensation Committee adopted the Bonus Compensation Plan for the fiscal
year ending December 31, 2007, under which the Company will pay incentive compensation to its chief
executive officer, Stephen G. Bunger, and its other named executive officers, Lawrence Trachtenberg
and Deborah K. Keeley. Under the 2007 Bonus Compensation Plan, Mr. Bunger and Mr. Trachtenberg may
be paid an amount up to their 2007 base salary if the Company achieves stated performance targets
in each of three areas (earnings per share, total revenue and EBITDA), with each category weighted
equally. Mr. Bunger and Mr. Trachtenberg may each be paid an amount up to 200% of his 2007 base
salary and Ms. Keeley may be paid an amount up to 90% of her 2007 base salary if the Company
exceeds the stated performance targets. If base performance targets are not met in the three
target areas, no bonus will be payable, and if performance target levels are achieved in each
category but not exceeded, the bonus amount would be in an amount equal to 100% of each officers
base salary. The bonus amounts payable will generally be determined between the date the Companys
preliminary 2007 financial statements are prepared and the date of completion of the audit of the
Companys 2007 fiscal year financial statements.
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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MOBILE MINI, INC.
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Dated: December 12, 2006 |
/s/ Lawrence Trachtenberg
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Name: |
Lawrence Trachtenberg |
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Title: |
Executive Vice President and
Chief Financial Officer |
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