form8kastromed316.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
DATE
OF REPORT
(DATE
OF EARLIEST EVENT REPORTED)
March
16, 2009
______________
ASTRO-MED,
INC
(EXACT
NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
______________
COMMISSION
FILE
NUMBER 0-13200
|
RHODE
ISLAND
|
05-0318215
|
|
(STATE OR
OTHER JURISDICTION OF INCORPORATION OR
ORGANIZATION)
|
(IRS
EMPLOYER IDENTIFICATION NUMBER)
|
600
EAST GREENWICH AVENUE, WEST WARWICK, RI 02893
(ADDRESS
OF PRINCIPAL EXECUTIVE OFFICES, INCLUDING ZIP CODE)
(401-828-4000)
(REGISTRANT’S
TELEPHONE NUMBER, INCLUDING AREA CODE)
ITEM
5.02. COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS
On March
16, 2009, the Compensation Committee (the “Committee”) of the Board of Directors
of Astro-Med, Inc. (the “Company”) approved a new Management Bonus Plan for Vice
President – International Branches (the “Plan”) applicable to Michael
Morawetz. Under the Plan, Mr. Morawetz is entitled to receive
incentive compensation on an annual basis equal to a percentage of the earned
bonus pool of each of the Company’s international branches located in Canada,
the United Kingdom, France and Germany.
The
incentive compensation payable under the Plan is calculated at rate of 20% of
the earned bonus pool (local Currency) of each of the international branches of
the Company. The resulting value from this calculation is converted
into US dollars at the appropriate exchange rate, which US dollar values are
aggregated to obtain a total amount of incentive compensation earned by the Vice
President – International Branches. This aggregate amount is in turn
converted into the local currency of the Vice President – International Branches
at the appropriate exchange rate to determine the amount payable under the
Plan.
For
fiscal year 2009, the bonus rate will be 10%; however, for fiscal year 2010 and
beyond, the bonus rate will be 20%. No bonus is permitted to be paid
in excess of 60% of Mr. Morawetz’s annual rate of basic
compensation. Furthermore, no bonus will be paid unless the
consolidated sales value of all the Company’s international branches meets the
minimum threshold of sales value for each of the Company’s international
branches as established annually by the Compensation Committee.
Any bonus
earned will be paid on an annual basis following the issuance of the Company’s
audited financial statements. Any bonuses earned will be paid only
after review and written approval of the Company’s CEO and the
Committee.
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrants have
duly caused this report to be signed on their behalf by the undersigned
thereunto duly authorized.
DATE:
March 20,
2009 ASTRO-MED,
INC.
By: /s/ Joseph P.
O’Connell
Joseph P.
O’Connell
Senior Vice
President, Treasurer and Chief Financial Officer