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EX-10.1 - FORM OF INDEMNIFICATION AGREEMENT FOR DIRECTORS AND EXECUTIVE OFFICERS - SEACOR HOLDINGS INC /NEW/indemnificationagreement.htm


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):
 
July 10, 2013

SEACOR Holdings Inc.
__________________________________________
(Exact name of registrant as specified in its charter)
 
 
 
Delaware
1-12289
13-3542736
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)
 
 
 
  
 
 
2200 Eller Drive, Fort Lauderdale, Florida
 
33316
(Address of principal executive offices)
 
(Zip Code)
 
 
 
Registrant’s telephone number, including area code:
 
(954) 523-2200
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:
[  ]  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))






Item 1.01. Entry into a Material Definitive Agreement.

The Board of Directors (the "Board") of SEACOR Holdings Inc. (the "Company") recently approved a form of indemnification agreement for directors and executive officers (the "Indemnification Agreement") and expects to enter into the Indemnification Agreement with each of such persons in the near future. The Board determined that it is in the best interests of the Company and its stockholders to enter into Indemnification Agreements in order to attract and retain highly competent individuals to serve, or continue to serve, as directors and executive officers by eliminating any undue concern that they will not be indemnified for losses incurred by them relating to their status as a director or executive officer of the Company. The Company anticipates that it will enter into a substantially similar Indemnification Agreement with any new directors or executive officers.

The Indemnification Agreements will, among other things, require the Company to indemnify, and advance expenses to, each director and executive officer to the fullest extent permitted by the laws of the State of Delaware, including indemnification of expenses such as attorneys' fees, judgments, fines and settlement amounts incurred by the director or executive officer in any action or proceeding, including any action or proceeding by or in right of the Company, arising out of such person's services as a director or executive officer.

The foregoing description of the Indemnification Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the form of Indemnification Agreement, a copy of which is attached hereto as Exhibit 10.1 and incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.

(d)    Exhibits.
Exhibit No.
Description
10.1
Form of Indemnification Agreement for Directors and Executive Officers










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.

SEACOR Holdings Inc.



By: /s/ Paul L. Robinson                                    
Name:     Paul L. Robinson
Title:
Senior Vice President, General Counsel
and Corporate Secretary

Date:  July 10, 2013





EXHIBIT INDEX

Exhibit No.
Description
10.1
Form of Indemnification Agreement for Directors and Executive Officers