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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 OR 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) JANUARY 23, 2007
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HARSCO CORPORATION
(Exact name of registrant as specified in its charter)
DE 1-3970 23-1483991
(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
350 POPLAR CHURCH ROAD, CAMP HILL PA 17011
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 717-763-7064
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(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 (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
(e) On January 23, 2007, the Board of Directors of Harsco Corporation ("the
Company") approved an award of performance-based restricted stock units to five
of the Company's executive officers and certain other officers of the Company.
Pursuant to such approval, the Company granted the following restricted stock
units to the following executive officers of the Company:
Number of Restricted Fair Market Value
Name Stock Units January 23, 2007
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Salvatore D. Fazzolari 8,000 units $ 633,960
President, Chief Financial
Officer and Treasurer
Geoffrey D. H. Butler 8,000 units $ 633,960
President and CEO, MultiServ and
SGB Groups
Mark E. Kimmel 5,000 units $ 396,225
General Counsel and
Corporate Secretary
Richard C. Neuffer 2,500 units $ 198,113
Group President
Stephen J. Schnoor 1,750 units $ 138,679
Vice President and Controller
The awards, which vest ratably over the subsequent three years of continuous
employment (one third of the original award each year), were made pursuant to
the terms of the Company's 1995 Executive Incentive Compensation Plan. The form
of the award agreement is attached to this filing as Exhibit 10 and is
incorporated herein by reference.
In addition, the Board approved a cash payment to Derek C. Hathaway, the
Company's Chairman and Chief Executive Officer. This payment was in lieu of the
restricted stock units award that was made to other officers of the Company as
noted above. The Board took into account Mr. Hathaway's present stock holdings
and outstanding stock options in the Company and the stage of his career at the
Company, and determined that it was appropriate to award him cash in lieu of the
restricted stock units. Mr. Hathaway's cash payment was equal to $1,584,900 and
was based on the average of the high and the low sales price (Fair Market Value
as defined by the Executive Incentive Compensation Plan) of the Company's common
stock on January 23, 2007 and 20,000 shares.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
Exhibit 10. Restricted Stock Units Agreement
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.
HARSCO CORPORATION
(Registrant)
DATE: January 24, 2007 /S/ Salvatore D. Fazzolari
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Salvatore D. Fazzolari
President, Chief Financial Officer
and Treasurer
EXHIBIT INDEX
10. Restricted Stock Units Agreement