8-K 1 form8kk.htm

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

 

February 27, 2006 (February 22, 2006)

Date of Report (Date of earliest event reported)

 

Gevity HR, Inc.

(Exact name of registrant as specified in its charter)

 

Florida

0-22701

65-0735612

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

 

9000 Town Center Parkway

Bradenton, FL 34202

(Address of principal executive offices and zip code)

 

(941) 741-4300

(Registrant’s telephone number, including area code)

 

Not Applicable

(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:

 

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 (17CFR240.14a-12)

 

o

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR240.14d-2(b))

 

o

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR240.13e-4(c))

 

 

 

 

Item 1.01.       Entry into a Material Definitive Agreement.

 

On February 22, 2006, the Compensation Committee (the "Committee") of the Board of Directors of Gevity HR, Inc. (the "Company") certified and approved the terms of the Company’s 2006 compensation program.

 

2006 Base Pay

 

The Committee established the base pay for 2006 for each of the Company’s named executive officers, as listed below:

 

Name

 

Title

 

 

2006 Base Pay

 

 

Erik Vonk

 

 

Chairman & Chief Executive Officer

 

 

$

650,000

 

 

Roy C. King

 

President & Chief Operating Officer

 

 

 

415,000

 

 

Lisa J. Harris

 

 

Chief Information Officer

 

 

 

360,000

 

 

Clifford M. Sladnick

 

Chief Administrative Officer

 

 

 

350,000

 

 

Peter C. Grabowski

 

 

Chief Financial Officer

 

 

 

300,000

 

 

2006 Incentive Awards

 

The Committee established incentive compensation levels for 2006 for each of the Company’s named executive officers, as listed below:

Name

 

Title

Target Short-Term Incentive Award

($)

Target Long-Term Incentive Award

(No. of Shares)

 

Erik Vonk

 

 

Chairman & Chief Executive Officer

$ 877,500

122,642

 

Roy C. King

 

President & Chief Operating Officer

332,000

46,981

 

Lisa J. Harris

 

 

Chief Information Officer

241,200

  33,962

 

Clifford M. Sladnick

 

Chief Administrative Officer

234,500

33,019

 

Peter C. Grabowski

 

 

Chief Financial Officer

150,000

24,057

The incentive amounts awarded to these named executive officers will range between 75% and 150% of the stated target amount based on the attainment of applicable performance measures.

 

The short-term incentive awards shall be paid in cash after the determination by the Committee following the end of 2006 as to the levels of attainment against the established performance measures.

 

The long-term incentive awards are expressed as a number of shares of Gevity common stock that may be acquired upon the exercise of options to be awarded based on established performance measures. The long-term incentive awards will be made through the grant of non-qualified options to purchase Gevity common stock. All such options will have an exercise price equal to the fair market value of

 

 

 

Gevity's common stock on the date of determination in accordance with the Gevity HR, Inc. 2005 Equity Incentive Plan and will vest 25% on each anniversary of the date of grant. The term of each such option will be ten years.

 

The Committee will establish the applicable performance measures for each named executive officer in accordance with the terms of the Company’s 2006 compensation program.

 

 

 

 

SIGNATURE

 

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.

 

 

 

 

Date: February 27, 2006

 

 

 

 

 

GEVITY HR, INC.

 

 

 

 

 

By:

/s/ Edwin E. Hightower, Jr.

 

 

Name: Edwin E. Hightower, Jr.

 

 

Title: Vice President and General Counsel