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EX-10.1 - SECOND AMENDMENT TO EMPLOYMENT CONTRACT - CROWN HOLDINGS INCex101dec2013.htm







 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): December 11, 2013
 
CROWN HOLDINGS, INC.
 (Exact name of Registrant as specified in its charter)
 
Pennsylvania
 
0-50189
 
75-3099507
(State or Other Jurisdiction of
Incorporation or Organization)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
 
One Crown Way
Philadelphia, Pennsylvania 19154-4599
(215) 698-5100
(Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrant's Principal Executive Offices)
 
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:
 
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))
 
 
















 








TABLE OF CONTENTS


Item 5.02(e). Compensatory Arrangements of Certain Officers

Item 9.01. Financial Statements and Exhibits
    
SIGNATURE




























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Item 5.02(e). Compensatory Arrangements of Certain Officers

On December 11, 2013, the Company amended the Employment Agreement with its chief executive officer, John W. Conway, in order to (i) eliminate from the definition of "Good Reason" (as defined in the Employment Agreement) Mr. Conway's voluntary termination of employment for any reason within 30 days following the first anniversary of a Change in Control (as defined in the Employment Agreement); and (ii) eliminate Mr. Conway's right to tax gross-up payments on compensation paid to Mr. Conway in connection with a Change in Control of the Company.


Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Ex. 10.1. Second amendment to the employment contract, dated May 3, 2007, between Crown Holdings, Inc. and John W. Conway, dated as of December 11, 2013.
























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SIGNATURE


Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
CROWN HOLDINGS, INC.

 
 
 
 
 
 
 
 
 
 
By:
/s/ Kevin C. Clothier
 
 
Kevin C. Clothier
 
 
Vice President and Corporate Controller



Dated: December 17, 2013



















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