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):
February
27, 2009 (February 24, 2009)
SPECTRUM
BRANDS, INC.
(Exact
name of registrant as specified in its charter)
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Wisconsin
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001-13615
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22-2423556
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(State
or Other Jurisdiction of Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification Number)
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Six
Concourse Parkway, Suite 3300
Atlanta,
Georgia
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30328
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(Address
of Principal Executive Offices)
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(Zip
Code)
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(770)
829-6200
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(Registrant’s
telephone number, including area code)
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N/A
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(Former
name or former address, if changed since last
report)
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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):
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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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.
Effective February 24, 2009, Spectrum
Brands, Inc. (the "Company") entered into the following amendments to its
executive employment agreements: (1) the Third Amendment to Employment Agreement
with Kent J. Hussey, the Company's Chief Executive Officer (the "Hussey
Amendment"); (2) the Second Amendment to Amended and Restated Employment
Agreement with John A. Heil, the Company's President – Global Pet Supplies (the
"Heil Amendment"); (3) the Amendment to Employment Agreement with Anthony L.
Genito, the Company's Executive Vice President and Chief Financial Officer (the
"Genito Amendment"); and (4) the Second Amendment to Amended and Restated
Employment Agreement with David R. Lumley, the Company's President – Global
Batteries & Personal Care (the "Lumley Amendment" and together with the
Hussey Amendment, the Heil Amendment and the Genito Amendment, collectively the
"Amendments").
Pursuant to the applicable Amendment,
each executive has voluntarily agreed to a temporary reduction in "Base Salary"
(as defined in each applicable employment agreement) from the executive's
previously existing base salary (the "Existing Base Salary") for the period from
March 1, 2009 through December 31, 2009 (the "Temporary Reduction
Period"). Specifically, under:
(1) the Hussey Amendment, Mr. Hussey
has voluntarily agreed to a temporarily reduced Base Salary of $783,750, which
amount was reduced from $825,000;
(2) the Heil Amendment, Mr. Heil has
voluntarily agreed to a temporarily reduced Base Salary of $475,000, which
amount was reduced from $500,000;
(3) the Genito Amendment, Mr. Genito
has voluntarily agreed to a temporarily reduced Base Salary of $356,250, which
amount was reduced from $375,000; and
(4) the Lumley Amendment, Mr. Lumley
has voluntarily agreed to a temporarily reduced Base Salary of $570,000, which
amount was reduced from $600,000.
Except as modified by the respective
Amendments, the employment agreements otherwise remain in
effect. Notwithstanding the temporary reduction in Base Salary,
however, for purposes of calculating any Bonus (as defined in each applicable
employment agreement) or other incentive plan amounts or any other benefit
specified in each respective employment agreement or any other agreement between
the Company and Messrs. Hussey, Heil, Genito and Lumley, including, without
limitation, any severance benefits, earned during the Temporary Reduction
Period, the Existing Base Salary Amount will be used as the Base
Salary.
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.
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Date: February 27, 2009
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SPECTRUM BRANDS,
INC.
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By:
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/s/ Anthony L.
Genito
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Name: Anthony L.
Genito
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| Title: |
Executive Vice
President,
Chief Financial Officer
and
Chief Accounting
Officer
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