form8ka_body.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM
8-K/A
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 4, 2008
PILGRIM'S
PRIDE CORPORATION
(Exact
Name of Registrant as Specified in its Charter)
Delaware 1-9273 75-1285071
(State
or Other
Jurisdiction (Commission (IRS
Employer
of
Incorporation) File
Number)
Identification No.)
4845 US Highway 271 N.
Pittsburg,
Texas 75686-0093
(Address of Principal Executive
Offices) (ZIP
Code)
Registrant's
telephone number, including area code: (903) 434-1000
Not
Applicable
(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:
q Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
q Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
q
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
|
q
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Explanatory
Note: This Amendment No. 1 to the Current Report on Form 8-K
is being filed to amend and restate in its entirety Item 5.02 of the Current
Report on Form 8-K filed with the Securities and Exchange Commission on March 5,
2008 (the "Original Report"). This amendment does not modify or
update the information previously provided under Item 9.01 of the Original
Report, and consequently does not include such Item 9.01
information.
Item
5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On March
4, 2008, the Board of Directors of Pilgrim's Pride Corporation (the "Company")
unanimously elected J. Clinton Rivers as President and Chief Executive Officer
of the Company. Lonnie Ken Pilgrim, who had been serving as Interim
President, will continue to serve as Chairman of the Board.
Mr.
Rivers, 49, has served as Chief
Operating Officer of the Company since October 2004. He served as
Executive Vice President of Prepared Foods Operations from November 2002 to
October 2004. Mr. Rivers was the Senior Vice President of Prepared
Foods Operations from 1999 to November 2002, and was the Vice President of
Prepared Foods Operations from 1992 to 1999. From 1989 to 1992, he
served as Plant Manager of the Mount Pleasant, Texas Production
Facility. Mr. Rivers joined Pilgrim’s Pride in 1986 as the Quality
Assurance Manager, and he has also held positions at Perdue Farms and Golden
West Foods. He has been a member of the Board of Directors of the
Company since January 2008.
In connection with and effective as of
the election of Mr. Rivers as President and Chief Executive Officer, his annual
base salary was increased from $800,000 to $1,000,000. As described
in the Company's Proxy Statement filed with the Securities and Exchange
Commission on December 4, 2007, Mr. Rivers is eligible to participate in the
Pilgrim's Pride Corporation Senior Executive Performance Bonus Plan (the "Bonus
Plan"), and he is also eligible to participate in the Company’s broad-based
programs including health, disability and life insurance programs and the
Company's Employee Stock Investment Plan and 401(k) Salary Deferral
Plan. The Bonus Plan provides for five percent of the Company's U.S.
income before income taxes to be allocated among certain key members of
management. Such amount is generally allocated among all plan
participants based upon the ratio of each participant's eligible salary to the
aggregate salaries of all participants. The Bonus Plan also provides
for a subcommittee of the Company's Compensation Committee to administer the
plan provisions dealing with certain designated Section 162(m) participants,
including Mr. Rivers. The Compensation Subcommittee retains the right, in its
sole discretion, to reduce or eliminate, prior to payment thereof, the amount of
any bonus that would otherwise be payable under the Bonus Plan to Section 162(m)
participants. Participants may generally be added to or removed from
the Bonus Plan at the discretion of the Compensation
Committee. Bonuses are typically paid during the January following
the fiscal year with respect to which the bonus has been granted.
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 hereunto
duly authorized.
PILGRIM'S PRIDE
CORPORATION
Date: March
10,
2008 By:
/s/ Richard A.
Cogdill
Richard A.
Cogdill
Chief Financial Officer,
Secretary and Treasurer