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: November 20, 2009
(Date of earliest event reported: November 16,
2009)
RBC
BEARINGS INCORPORATED
(Exact
name of registrant as specified in its charter)
|
Delaware
|
333-124824
|
95-4372080
|
|
(State
or other jurisdiction
of
incorporation)
|
(Commission
File
Number)
|
(IRS
Employer
Identification
No.)
|
One
Tribology Center
Oxford,
CT 06478
(Address
of principal executive offices) (Zip Code)
(203)
267-7001
(Registrant’s
telephone number, including area code)
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 (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))
Page
1
Item 5.02.
Departure of Directors or Principal Officers; Election of Directors; Appointment
of Principal Officers; Compensatory Arrangements of Certain
Officers.
As of the
filing of the Corporation’s 2009 proxy statement (the “Proxy Statement”), the
Non-Equity Incentive Plan Compensation amounts for each executive officer for
the 2009 year had not been determined and, therefore, were omitted from the
Summary Compensation Table included in the Proxy Statement.
Effective
on November 16, 2009, the Non-Equity Incentive Plan Compensation amounts for
each executive officer for the 2009 year were finally determined. Such amounts
are reflected in the appropriate columns of the Summary Compensation Table which
has been amended and restated to reflect such amounts and which is attached
hereto as Exhibit 99.1.
Item 9.01
Financial Statements and Exhibits.
(d)
Exhibits
Exhibit 99.1 Amended and Restated Summary Compensation
Table.
SIGNATURES
According
to the requirements of the Securities Exchange Act of 1934, the Company has duly
caused this report to be signed on its behalf by the undersigned, hereunto duly
authorized.
Date:
November 20, 2009
|
RBC
BEARINGS INCORPORATED
|
||
|
By:
|
/s/
Thomas J. Williams
|
|
|
Name:
Thomas J. Williams
|
||
|
Title:
Corporate General Counsel &
Secretary
|
||
Page
2
|
SUMMARY
COMPENSATION
|
|||||||||
|
Amended
and Restated as of November 16, 2009
|
|||||||||
|
Change
in
|
|||||||||
|
Pension
Value
|
|||||||||
|
and
|
|||||||||
|
Nonqualified
|
|||||||||
|
Non-Equity
|
Deferred
|
||||||||
|
Stock
|
Option
|
Incentive
Plan
|
Compensation
|
All
Other
|
|||||
|
Salary
|
Bonus
|
Awards
|
Awards
|
Compensation
|
Earnings
|
Compensation
|
Total
|
||
|
Name
and Principal Position
|
Year
|
($)
|
($)
|
($)
|
($)
|
($)
|
($)
|
($)
|
($)
|
|
(a)
|
(b)
|
(c)(1)
|
(d)(2)
|
(e)(3)
|
(f)(3)
|
(g)(4)
|
(h)
|
(i)
|
(j)
|
|
Michael
J. Hartnett
|
2009
|
668,156
|
-
|
298,740
|
460,675
|
830,142
|
-
|
48,887
(5)
|
2,306,600
|
|
2008
|
635,506
|
-
|
102,130
|
152,475
|
1,312,684
|
-
|
103,489
(5)
|
2,306,284
|
|
|
2007
|
605,244
|
-
|
56,650
|
82,500
|
1,250,176
|
-
|
59,893
(5)
|
2,054,463
|
|
|
|
|
||||||||
|
Daniel
A. Bergeron
|
2009
|
260,000
|
-
|
49,445
|
123,415
|
90,000
|
-
|
20,930
(6)
|
543,790
|
|
2008
|
245,500
|
-
|
25,852
|
61,775
|
135,000
|
-
|
18,324
(6)
|
486,451
|
|
|
2007
|
229,000
|
-
|
16,995
|
39,960
|
145,000
|
-
|
13,200
(6)
|
444,155
|
|
|
|
|
||||||||
|
Thomas
C. Crainer
|
2009
|
255,000
|
-
|
49,445
|
123,189
|
114,750
|
-
|
19,423
(7)
|
561,807
|
|
2008
|
221,750
|
-
|
25,852
|
46,139
|
140,000
|
-
|
25,957
(7)
|
459,698
|
|
|
2007
|
210,000
|
-
|
16,995
|
26,640
|
174,900
|
-
|
20,144
(7)
|
448,679
|
|
|
|
|
||||||||
|
Richard
J. Edwards
|
2009
|
245,000
|
-
|
43,063
|
85,271
|
50,000
|
-
|
16,432
(8)
|
439,766
|
|
2008
|
238,333
|
-
|
24,788
|
40,617
|
75,000
|
-
|
20,950
(8)
|
399,688
|
|
|
2007
|
227,417
|
-
|
16,995
|
26,640
|
91,875
|
-
|
12,850
(8)
|
375,777
|
|
|
|
|
||||||||
|
Thomas
J. Williams
|
2009
|
206,625
|
-
|
3,819
|
103,818
|
45,000
|
-
|
2,402
(9)
|
361,664
|
|
2008
|
197,917
|
-
|
-
|
72,998
|
90,000
|
-
|
12,231
(9)
|
373,146
|
|
|
2007
|
167,833
|
-
|
-
|
51,563
|
69,667
|
-
|
633
(9)
|
289,696
|
|
|
(1)
|
Column
(c) includes amounts deferred by the officer pursuant to a 401(k)
Plan.
|
|
(2)
|
Bonuses
for fiscal 2008 and fiscal 2007 were paid under the Company’s incentive
compensation plan and are reflected in column
(g).
|
|
(3)
|
The
amounts in columns (e) and (f) reflect the dollar amount recognized for
financial statement reporting purposes for the fiscal years ended March
28, 2009, March 29, 2008 and March 31, 2007, as applicable, in accordance
with SFAS No. 123(R) of stock options and restricted stock units granted
under the 2005 Long-Term Equity Incentive Plan and thus may include
amounts from awards granted in and prior to such years. Assumptions used
in the calculation of these amounts are included in Note 15 to the
Company’s audited consolidated financial statements for the fiscal year
ended March 28, 2009 included in the Company’s Annual Report on Form 10-K
filed with the SEC on May 27, 2009.
|
|
(4)
|
The
amounts in column (g) consist of annual cash bonuses earned in fiscal 2008
and fiscal 2007 and paid in the following fiscal year under the Company’s
incentive compensation plan. See also note (10)
below.
|
|
(5)
|
Consists
of a leased vehicle of $2,278 in fiscal 2009, $3,580 in fiscal 2008 and
$3,639 in fiscal 2007, employer match contributed to Mr. Hartnett’s SERP
account of $43,756 in fiscal 2008 and $56,254 in fiscal 2007, healthcare
expense reimbursed of $16,609 in fiscal 2009, Company-paid life insurance
premiums of $29,100 in fiscal 2008, and reimbursement of personal expenses
per Mr. Hartnett’s employment agreement of $30,000 in fiscal 2009 and
$27,053 in fiscal 2008.
|
|
(6)
|
Consists
of a vehicle allowance of $6,000 in fiscal 2009, fiscal 2008 and fiscal
2007, employer match contributed to Mr. Bergeron’s SERP account of $12,024
in fiscal 2009, $12,324 in fiscal 2008 and $7,200 in fiscal 2007, and
employer match contributions to Mr. Bergeron’s 401(k) account of $2,906 in
fiscal 2009.
|
|
(7)
|
Consists
of employer match contributed to Mr. Crainer’s 401(k) account of $598 in
fiscal 2009, $5,848 in fiscal 2008 and $2,280 in fiscal 2007, employer
match contributed to Mr. Crainer’s SERP account of $11,870 in fiscal 2009,
$13,122 in fiscal 2008 and $10,750 in fiscal 2007, Company-paid life
insurance premiums of $783 in fiscal 2009, fiscal 2008 and fiscal 2007, a
leased vehicle of $1,204 in fiscal 2009 and fiscal 2008, and $930 in
fiscal 2007, healthcare expense reimbursements of $4,968 in fiscal 2009
and $5,000 in fiscal 2008, and relocation reimbursements of $5,401 in
fiscal 2007.
|
|
(8)
|
Consists
of employer match contributed to Mr. Edwards’s 401(k) account of $3,209 in
fiscal 2009, $4,372 in fiscal 2008 and $2,409 in fiscal 2007, employer
match contributed to Mr. Edwards’ SERP account of $6,188 in fiscal 2009,
$5,128 in fiscal 2008 and $3,750 in fiscal 2007, Company-paid life
insurance premiums of $1,805 in fiscal 2009, fiscal 2008 and fiscal 2007,
and a leased vehicle of $5,230 in fiscal 2009, $9,645 in fiscal 2008 and
$4,886 in fiscal 2007.
|
|
(9)
|
Consists
of employer match contributed to Mr. Williams’ 401(k) account of $2,402 in
fiscal 2009, $2,810 in fiscal 2008, and $633 in fiscal 2007 and employer
match contributed to Mr. Williams’ SERP account of $9,421 in fiscal
2008.
|