-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, V/pBYxLCuOBINGmgI1buNfWt2vx3EpAh2vAWTq2mjt8IbR1VVqs5D1B53Tv+ZXTX RNK1gtTKawmsd8EM1pFGWg== 0000950123-09-034557.txt : 20090813 0000950123-09-034557.hdr.sgml : 20090813 20090813143306 ACCESSION NUMBER: 0000950123-09-034557 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20090813 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers FILED AS OF DATE: 20090813 DATE AS OF CHANGE: 20090813 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FEDERAL SIGNAL CORP /DE/ CENTRAL INDEX KEY: 0000277509 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLES & PASSENGER CAR BODIES [3711] IRS NUMBER: 361063330 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06003 FILM NUMBER: 091009970 BUSINESS ADDRESS: STREET 1: 1415 W 22ND ST STE 1100 CITY: OAK BROOK STATE: IL ZIP: 60523 BUSINESS PHONE: 630-954-2000 MAIL ADDRESS: STREET 1: 1415 W 22ND ST STE 1100 CITY: OAK BROOK STATE: IL ZIP: 60523 FORMER COMPANY: FORMER CONFORMED NAME: FEDERAL SIGN & SIGNAL CORP /DE/ DATE OF NAME CHANGE: 19600201 8-K 1 c53052e8vk.htm FORM 8-K e8vk
 
 
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): August 13, 2009
Federal Signal Corporation
(Exact name of registrant as specified in its charter)
         
Delaware   001-6003   36-1063330
(State or other jurisdiction
of incorporation)
  (Commission File
Number)
  (IRS Employer
Identification No.)
     
1415 W. 22nd Street, Oak Brook, Illinois
(Address of principal executive offices)
  60523
(Zip Code)
(630) 954-2000
(Registrant’s 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:
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. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 7, 2009, the Compensation and Benefits Committee (the “Committee”) of Federal Signal Corporation (the “Company”) awarded Jennifer L. Sherman, the Company’s Senior Vice President, Human Resources, General Counsel and Secretary, an equity-based one-time bonus, valued at approximately $150,000, consisting of:
(i) a stock option, valued at approximately $75,000 using the Black-Scholes valuation model, to purchase 14,479 shares of the Company’s common stock at an exercise price of $8.53 per share, which is the closing price of the Company’s common stock as reported by the New York Stock Exchange (“NYSE”) on the date of the award; and
(ii) 8,793 shares of restricted common stock of the Company, valued at approximately $75,000 based on the closing price of the Company’s common stock as reported by the NYSE on the date of the award. The shares of restricted stock will fully vest on the third anniversary of the date of award.
The bonus was awarded to Ms. Sherman in light of her outstanding performance, competitive factors and in recognition of her efforts on behalf of the Company in connection with certain recent events, including the Company’s 2009 annual meeting of stockholders, the ongoing hearing loss litigation, and Ms. Sherman’s assumption of additional duties as Vice President of Human Resources in April of 2008. In determining the amount of such bonus, the Committee considered the recommendations of the Chief Executive Officer and sought input from its outside compensation consultant. The bonus was awarded under, and is subject to the terms and conditions of, the Company’s 2005 Executive Incentive Compensation Plan.

 


 

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 thereunto duly authorized.
         
  FEDERAL SIGNAL CORPORATION
 
 
Dated: August 13, 2009  By:   /s/ William G. Barker    
    William Barker   
    Senior Vice President and Chief Financial Officer   
 

 

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