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): February 11, 2014
The Boston Beer Company, Inc.
(Exact name of registrant as specified in its charter)
Massachusetts | 001-14092 | 04-3284048 |
|
|
|
One Design Center Place, Boston, MA | 02210 | |
Registrant's telephone number, including area code (617) 368-5000
Check the appropriate box below if the Form 8-K 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 |
|
|
[ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act |
Item 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
At its meeting on February 11, 2014, the Compensation Committee of the Company’s Board of Directors approved payment of bonuses earned in 2013 and set the 2014 base salaries for the Company’s Chief Executive Officer, Martin F. Roper, its Chairman, C. James Koch, and other named executive officers of the Company.
Bonuses for 2013 Performance
The Committee approved the following bonuses for the Chief Executive Officer, the Chairman, and the other named executive officers of the Company, based on the Committee’s assessment of their respective achievement against the 2013 performance targets and overall performance of the Company previously set by the Committee:
Name | Title | Bonus Awarded | Percent of Potential |
Martin F. Roper | President and CEO | $769,600 | 72.2% |
C. James Koch | Chairman | $316,000 | 80.0% |
William F. Urich | Treasurer and CFO | $199,861 | 98.0% |
John C. Geist | Vice President of Sales | $187,500 (1) | 93.8% (1) |
Thomas W. Lance | Vice President of Operations | $146,040 (2) | 81.6% (2) |
(1) Mr. Geist achieved 81.25% (or $162,500) of his 2013 bonus potential approved by the Compensation Committee in December 2012. The Compensation Committee also awarded Mr. Geist a discretionary bonus of $25,000 in recognition of his achievements throughout the year.
(2) Mr. Lance achieved 80% (or $143,200) of his 2013 bonus potential approved by the Compensation Committee in December 2012. The Compensation Committee also deducted $7,160 due to brewery processing errors and awarded Mr. Lance a discretionary bonus of $10,000 in recognition of his achievements throughout the year.
Salaries for 2014
The Committee approved base salaries for the Chief Executive Officer, the Chairman, and the other named executive officers of the Company as follows:
Name | Title | Base Salary for 2014 | Percent Increase |
Martin F. Roper | President and CEO | $764,000 | 3.2% |
C. James Koch | Chairman | $395,000 | |
William F. Urich | Treasurer and CFO | $428,000 | 4.9% |
John C. Geist | Vice President of Sales | $428,000 | 7.0% |
Thomas W. Lance | Vice President of Operations | $367,000 | 2.5% |
2
Item 8.01.
Other Events.
The Board of Directors of the Company, at its February 12, 2014 meeting and acting on the recommendation of the Compensation Committee, adopted a new compensation schedule for non-management Directors, effective as of the 2014 Annual Meeting. A summary of the elements of compensation for non-management Directors is set forth below:
Applies to | Payment For | Compensation* |
|
|
|
All Non-Management Directors | One-time Award, upon first-time election to the Board | Option for shares of Class A Common Stock valued at $115,000 as of the date of grant |
|
|
|
All Non-Management Directors | Annual Award | Option for shares of Class A Common Stock valued at $115,000 as of the date of grant |
|
|
|
All Non-Management Directors | Annual Retainer | $30,000 |
|
|
|
Lead Director | Annual Retainer | $10,000 |
|
|
|
Chair, Audit Committee | Annual Retainer | $15,000 |
|
|
|
Chair, Compensation Committee | Annual Retainer | $10,000 |
|
|
|
Chair, Nominating/ Governance Committee | Annual Retainer | $9,000 |
|
|
|
Members of Audit Committee (other | Annual Retainer | $10,000 |
|
|
|
Members of Other Standing Committees (other than Chair) | Annual Retainer | $2,000 |
* Pro-rated if elected or appointed other than at the Annual Meeting.
3
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.
| The Boston Beer Company, Inc. |
|
|
Date: February 14, 2014 | /s/ William F. Urich |
| William F. Urich |
| Chief Financial Officer |
| (Signature)* |
|
|
*Print name and title of the signing officer under his signature.
4