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): January 20, 2016
SANDERSON FARMS, INC.
(Exact name of registrant as specified in its charter)
| Mississippi | 1-14977 | 64-0615843 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
| 127 Flynt Road Laurel, Mississippi |
39443 | |
| (Address of principal executive offices) | (Zip Code) |
(601) 649-4030
(Registrant’s telephone number, including area code)
(Former name or former address, if changed since last report)
Check the appropriate box 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)) |
Section 5 – Corporate Governance and Management
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.
On January 20, 2016, the Compensation Committee (the “Committee”) of the Board of Directors of Sanderson Farms, Inc. (the “Registrant”) took the following actions:
(1) The Committee adopted a Bonus Award Program for the Registrant’s salaried employees and management trainees effective November 1, 2015. If the Registrant meets net income per share and minimum return on average stockholders’ equity goals for the fiscal year ended October 31, 2016, the program provides for the award of bonuses to eligible participants equal to a percentage of their base salary. For the Named Executive Officers and certain other key members of management, the total potential award has two components: a percentage based on the Registrant’s earnings per share, and a percentage based on the Registrant’s operational performance.
The foregoing description of the Bonus Award Program does not purport to be complete and is qualified in its entirety by reference to the full text of the Bonus Award Program, which is filed herewith as Exhibit 10 and is incorporated herein by reference.
(2) The Committee ratified the payment of certain miscellaneous items of compensation during fiscal 2015 to the Registrant’s Named Executive Officers, as follows:
| Type |
Joe F. Sanderson, Jr., Chairman & CEO |
Lampkin Butts, President & COO |
D. Michael Cockrell, Treasurer & CFO |
Tim Rigney, Secretary |
||||||||||||
| Personal Use of Company and Charter Aircraft |
$ | 108,646 | $ | 2,094 | $ | 6,464 | $ | — | ||||||||
| Other Travel Related Expenses |
469 | 4,292 | — | — | ||||||||||||
| 401(k) Plan Matching Contribution |
10,600 | 10,600 | 10,600 | 7,833 | ||||||||||||
| ESOP Contribution |
15,394 | 15,394 | 15,394 | 13,913 | ||||||||||||
| Life Insurance |
183 | 272 | 272 | 272 | ||||||||||||
| Matching Charitable Contributions |
5,000 | 2,500 | 2,500 | — | ||||||||||||
| Dividends Paid on Restricted Stock |
153,100 | 52,700 | 44,420 | 3,591 | ||||||||||||
| Accidental Death |
18 | 18 | 18 | 18 | ||||||||||||
| Health Plan Benefit |
7,682 | 7,682 | 7,682 | 7,682 | ||||||||||||
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| Total |
$ | 301,092 | $ | 95,552 | $ | 87,350 | $ | 33,309 | ||||||||
Section 9 – Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) The following exhibit is filed with this Current Report:
| Exhibit |
Description | |
| 10 | Sanderson Farms, Inc., Bonus Award Program Effective November 1, 2015 | |
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.
SANDERSON FARMS, INC.
(Registrant)
| Date: January 25, 2016 | By: | /s/ D. Michael Cockrell | ||||
| D. Michael Cockrell | ||||||
| Treasurer and Chief Financial Officer |
EXHIBIT INDEX
| Exhibit |
Description | |
| 10 | Sanderson Farms, Inc., Bonus Award Program Effective November 1, 2015 | |