8-K 1 a05-17101_28k.htm 8-K

 

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): September 30, 2005

 

NUTRACEUTICAL INTERNATIONAL CORPORATION
(Exact name of registrant as specified in its charter)

 

Delaware

 

000-23731

 

87-0515089

(State of incorporation)

 

(Commission

 

(IRS Employer

 

 

File Number)

 

Identification No.)

 

1400 Kearns Boulevard, 2nd Floor

 

 

Park City, Utah

 

84060

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (435) 655-6106

 

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 (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))

 

 


 

Section 1 — Registrant’s Business and Operations

 

Item 1.02  Termination of a Material Definitive Agreement.

 

On September 30, 2005, the Compensation Committee (the “Committee”) of the Board of Directors of Nutraceutical International Corporation (“Nutraceutical” or “the Company”) terminate the Company’s 1995 Stock Option Plan (“1995 Plan”), 1998 Stock Incentive Plan (“1998 SIP”), 1998 Non-Employee Director Stock Option Plan (“1998 Director Plan”) and the Employee Stock Discount Purchase Plan (“ESDPP”).  The 1995 Plan, the 1998 Plan, the 1998 Director Plan and the ESDPP had the following number of shares originally authorized and available for issuance of new awards:

 

 

 

Shares Originally

Authorized

 

Shares Outstanding

 

Shares Available for

Issuance Of New Awards

 

1995 Plan:

 

225,873

 

4,529

 

71,716

 

 

 

 

 

 

 

 

 

1998 SIP Plan:

 

1,050,000

 

838,724

 

15,293

 

 

 

 

 

 

 

 

 

1998 Director Plan:

 

150,000

 

40,000

 

100,000

 

 

 

 

 

 

 

 

 

ESDPP

 

750,000

 

472,822

 

277,178

 

 

After September 30, 2005, no awards of any kind will be granted, or any purchases made, under any of the foregoing plans, but the termination of these plans will not have any effect on outstanding awards or purchased shares.  Any award outstanding at the time of termination may be exercised after termination at any time prior to the expiration date of such award to the same extent such award would have been exercisable had the plan not been terminated.

 

The Committee is currently reviewing alternative incentive plans for employees, officers and directors.

 

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

NUTRACEUTICAL INTERNATIONAL CORPORATION

(Registrant)

 

 

 

 

Date: October 4, 2005

By:

/S/ FRANK W. GAY II

 

 

Frank W. Gay II

 

 

Director, Chairman of the Board and Chief Executive Officer

 

 

(Principal Executive Officer)

 

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