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): December 6, 2007
PolyOne Corporation
(Exact Name of Registrant as Specified in Charter)
| |
|
|
|
|
| Ohio
|
|
1-16091
|
|
34-1730488 |
|
|
|
|
|
|
(State or Other
Jurisdiction
of Incorporation)
|
|
(Commission File No.)
|
|
(I.R.S. Employer
Identification No.) |
PolyOne Center, 33587 Walker Rd.
Avon Lake, Ohio 44012
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code:
(440) 930-1000
N/A
(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:
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 December 6, 2007, the Compensation and Governance Committee of the Board of Directors of
PolyOne Corporation (the “Committee”) approved the performance measures to be used to determine the
amounts of the cash incentive awards that may be paid to executive officers of PolyOne for calendar
year 2008 under the PolyOne Corporation Senior Executive Annual Incentive Plan. The performance
measures relevant to the cash incentive determination for calendar year 2008 for each of the
executive officers will be as follows:
| |
|
|
|
|
|
|
|
|
|
|
|
| |
| |
Name |
|
|
Title |
|
|
|
|
|
Performance Measures |
|
| |
Stephen D. Newlin
|
|
|
Chairman, President and Chief
Executive Officer
|
|
|
•
•
|
|
|
PolyOne Operating Income
PolyOne Cash Flow |
|
| |
Bernard P. Baert
|
|
|
Senior Vice President and
General Manager, Colors and
Engineered Materials, Europe and
Asia
|
|
|
•
•
•
|
|
|
Operating Income of
the International Color and
Engineered Materials business
unit
PolyOne Operating Income
PolyOne Cash Flow |
|
| |
Michael E. Kahler
|
|
|
Senior Vice President,
Commercial Development
|
|
|
•
•
|
|
|
PolyOne Operating Income
PolyOne Cash Flow |
|
| |
Thomas J. Kedrowski
|
|
|
Senior Vice President, Operations
|
|
|
•
•
|
|
|
PolyOne Operating Income
PolyOne Cash Flow |
|
| |
Michael L. Rademacher
|
|
|
Senior Vice President and
General Manager, Distribution
|
|
|
•
•
•
|
|
|
Operating Income of
the Distribution business unit
PolyOne Operating Income
PolyOne Cash Flow |
|
| |
Robert M. Rosenau
|
|
|
Senior Vice President and
General Manager, Vinyl Compounds
|
|
|
•
•
•
|
|
|
Operating Income of
the Vinyl Business segment
PolyOne Operating Income
PolyOne Cash Flow |
|
| |
Kenneth M. Smith
|
|
|
Senior Vice President and Chief
Information and Human Resources
Officer
|
|
|
•
•
|
|
|
PolyOne Operating Income
PolyOne Cash Flow |
|
| |
W. David Wilson
|
|
|
Senior Vice President and Chief
Financial Officer
|
|
|
•
•
|
|
|
PolyOne Operating Income
PolyOne Cash Flow |
|
| |
Executive officers are entitled to receive up to 200% of their target level of incentive
opportunity based on the achievement of specified goals relating to these performance measures.
After completion of calendar year 2008, the Committee will determine the extent to which the
specified goals relating to the performance measures have been achieved and will determine the
actual amounts to be paid. The PolyOne Corporation Senior Executive Annual Incentive Plan has been
previously filed by PolyOne as an exhibit to a Form 8-K, filed on May 24, 2005.