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): August 10,
2010
Puda
Coal, Inc.
(Exact
name of registrant as specified in its charter)
333-85306
(Commission
File Number)
Delaware
|
65-1129912
|
|
(State
or other jurisdiction of
incorporation)
|
(I.R.S.
Employer Identification No.)
|
426 Xuefu Street, Taiyuan,
Shanxi Province,
The
People’s Republic of China
(Address
of principal executive offices, with zip code)
011
86 351 228 1302
(Registrant's
telephone number, including area code)
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 ( see
General Instruction A.2. below):
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangement of Certain
Officers.
On August
10, 2010, the Compensation Committee of the Board of Directors of Puda Coal,
Inc. (the “Company”) decided to increase the compensation of the Company’s
directors and executive officers, in order to reward them for their hard work
and contributions to the Company in the past two years. The increased
compensation is not covered by the existing director or employment agreements
the Company has with them or the Company’s equity incentive plan as previously
disclosed in its proxy statement filed with the Securities and Exchange
Commission on April 29, 2010. The follow table summarizes the cash compensation
before and after the increase to each director and executive officer of the
Company:
Name
|
Title
|
Annual
Cash
Compensation
before
Increase ($)
|
Annual
Cash
Compensation
after
Increase ($)
|
|||
Ming
Zhao
|
Chairman
of the Board
|
26,994
|
50,000
|
|||
Larry
Wizel
|
Director
|
40,000
|
48,000
|
|||
C.
Mark Tang
|
Director
|
25,000
|
30,000
|
|||
Jianfei
Ni
|
Director
|
–
|
5,000
|
|||
Qiong
Wu
|
Secretary
of the Board
|
–*
|
20,000*
|
|||
* The
cash compensation to Ms. Wu was for her job as the Secretary to the Board of
Directors, not as the Chief Financial Officer of the Company. Ms. Wu
is separately compensated for her job responsibilities as the Chief Financial
Officer.
In
addition, the Compensation Committee granted each director and executive officer
the following equity awards, effective August 10, 2010:
Name
|
Title
|
No.
of Shares
|
Vesting
Date(s)
|
|||
Ming
Zhao
|
Chairman
of the Board
|
15,000
|
8/10/2011
|
|||
Jianfei
Ni
|
Director
|
3,679
|
50%
on 8/11/2010; 50% on 2/11/2011
|
|||
Lawrence
Wizel
|
Director
|
3,679
|
50%
on 8/11/2010; 50% on 2/11/2011
|
|||
C.
Mark Tang
|
Director
|
$25,000
worth of shares calculated based on closing sales price of the Company's
common stock on 10/9/2010
|
50%
on 10/9/2010; 50% on 4/9/2011
|
|||
Liping
Zhu
|
Chief
Executive Officer
|
5,000
|
8/10/2011
|
|||
Pengxiang
Lang
|
Chief
Operating Officer
|
5,000
|
8/10/2011
|
|||
Qiong
Wu
|
Chief
Financial Officer
|
5,000
|
8/10/2011
|
The above
stock awards will be subject to the Puda Coal, Inc. 2008 Equity Incentive Plan
adopted by the Company on December 29, 2008 (the “Plan”) and the terms and
conditions under the applicable restricted stock grant agreements in the forms
filed with the Plan under the current report on Form 8-K filed on December 31,
2008. The description of the Plan and the restricted stock grant
agreements in the current report on Form 8-K filed on December 31, 2008 and
exhibits thereto are incorporated herein by reference thereto.
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Item
9.01 Financial
Statements and Exhibits
(d)
|
Exhibits
|
The
exhibits listed in the following Exhibit Index are filed as part of this
report.
Exhibit No.
|
Description
|
|
10.1
|
Puda
Coal, Inc. 2008 Equity Incentive Plan, incorporated by reference to
Exhibit 10.4 to the current report on Form 8-K filed December 31,
2008
|
|
10.2
|
Form
of Director Restricted Stock Unit Grant Agreement, incorporated by
reference to Exhibit 10.5 to the current report on Form 8-K filed December
31, 2008
|
|
10.3
|
Form
of Employee Restricted Stock Unit Grant Agreement, incorporated by
reference to Exhibit 10.6 to the current report on Form 8-K filed December
31, 2008
|
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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.
Date:
August 16, 2010
PUDA COAL, INC. | |||
|
By:
|
/s/ Qiong Wu | |
Name: Qiong Wu | |||
Title: Chief Financial Officer | |||
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