Noble International 8-K 2009
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) January 9, 2009
NOBLE INTERNATIONAL, LTD.
(Exact name of registrant as specified in its charter)
Registrants telephone number including area code: (248) 519-0700
(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:
On January 9, 2009, the Compensation Committee of the Board of Directors of Noble International, Ltd. (the Company) approved a Key Employee Incentive Plan (the Plan) under which cash bonuses will be paid to approximately 30 of the Companys employees in the event that the Company achieves specified liquidity levels in each of January, February and March 2009 (each, a Measurement Month). Under the Plan, the Companys actual performance will be measured each Measurement Month against the goal established for that month and a payment will be made if the target goal for the month has been met or exceeded. Thomas L. Saeli, the Companys Chief Executive Officer, is eligible to receive aggregate payments of up to 12.5% of his base salary in the event that the Companys liquidity targets are reached in each Measurement Month. David Fallon and Frank Sovis, the Companys Chief Financial Officer and Chief Operating Officer, respectively, are each eligible to receive payments of up to 8.75% of their respective base salaries if the Company achieves the liquidity target in each Measurement Month.
Also on January 9, 2009, the Compensation Committee approved a Severance Policy (the Policy) pursuant to which all of the Companys North American salaried employees will be eligible to receive severance payments and the extension of certain benefits in the event their employment is terminated by the Company. The calculation of severance payments and the extension of certain benefits under the Policy will be determined pursuant to a formula that takes into account employee classification, salary level and seniority. In accordance with the Policy, Messrs. Saeli, Fallon and Sovis would each be entitled to receive severance payments equal to one year of his base salary and a prorated bonus payment as well as continuation of certain benefits, subject to the terms of any valid and enforceable employment agreement in effect at the time of his termination. Employees will be required to execute a separation agreement containing, among other things, a release of claims against the Company, as a condition to receiving payments under the Policy.
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
January 15, 2009