Ecolab 8-K 2006
Washington, D.C. 20549
Date of Report (Date of earliest event reported) January 1, 2006
(Exact name of registrant as specified in its charter)
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 240 240.14a-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 13a-4(c) under the Exchange Act (17 CRF 240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement.
Effective January 1, 2006, Ecolab Inc. and Allan L. Schuman entered into Amendment No. 1 to Transition Agreement (the Amendment) to provide for, among other things, (i) the continuation of Mr. Schumans service as non-employee Chairman of the Board until Ecolabs 2006 Annual Meeting of Stockholders, currently scheduled to be held May 12, 2006, or any adjournment thereof, at which point Mr. Schuman shall retire from the Board, and (ii) compensation to Mr. Schuman for such continuing service at the same pro rata amount as Mr. Schuman received for 2005.
A copy of the Amendment in connection with this report under Item 1.01 is attached as Exhibit (10) and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
No. 1 to Transition Agreement by and between Ecolab Inc.
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.