Attached files
| file | filename |
|---|---|
| EX-99.1 - EX-99.1 - BREEZE-EASTERN CORP | d804489dex991.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): October 10, 2014
Breeze-Eastern Corporation
(Exact Name of Small Business Issuer as Specified in Its Charter)
| Delaware | 001-07872 | 95-4062211 | ||
| (State or Other Jurisdiction of Incorporation of Organization) |
(Commission File Number) |
(IRS Employer Identification Number) |
| 35 Melanie Lane Whippany, New Jersey | 07981 | |
| (Address of Principal Executive Offices) | (Zip Code) |
(973) 602-1001
Registrant’s telephone number, including area code:
(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)) |
Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e)
On October 10, 2014, Breeze-Eastern Corporation (the “Company”) entered into an amendment to its employment letter with James D. Cashel, the Company’s General Counsel and Corporate Secretary (the “Amendment”).
In connection with the Amendment, if Mr. Cashel’s employment is terminated by the Company without cause at any time after the date of the Amendment, he will be entitled to receive severance pay equal to six month’s base salary, exclusive of bonuses, and the continuation of employee benefits for the same period. In the event of a change of control and termination or resignation for good reason in connection therewith within twenty-four months of the change of control, Mr. Cashel will be entitled to receive a cash payment equal to one years’ base salary and the average of any bonuses for the prior two years.
The above summary description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the complete terms of the Amendment, a copy of which is filed as Exhibit 99.1 to this Current Report on Form 8-K, and is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits. The following exhibit is filed with this Current Report on Form 8-K: | |
| No. |
Description | |
| 99.1 | Amendment by and between the Registrant and James D. Cashel dated October 10, 2014 | |
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.
| BREEZE-EASTERN CORPORATION | ||
| Dated: October 14, 2014 | /s/ Serge Dupuis | |
| Serge Dupuis | ||
| Chief Financial Officer and Treasurer | ||