Attached files
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EX-10.1 - EX-10.1 - WEST CORP | d920756dex101.htm |
EX-99.1 - EX-99.1 - WEST CORP | d920756dex991.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
April 30, 2015
(Date of Earliest Event Reported)
West Corporation
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
001-35846 | 47-0777362 | |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
11808 Miracle Hills Drive, Omaha, Nebraska 68154
(Address of principal executive offices)
Registrants telephone number, including area code: (402) 963-1200
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 2.02 | Results of Operations and Financial Condition |
On May 5, 2015, West Corporation (the Company) issued a press release reporting results of operations for the three months ended March 31, 2015. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference in its entirety.
The information contained in Exhibit 99.1 shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934.
Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
On April 30, 2015, the Board of Directors (the Board) of West Corporation (the Company) approved the West Corporation Stock Deferral Plan (the Stock Deferral Plan) for the benefit of employees designated by the Board or the Compensation Committee. The following summary is qualified in its entirety by reference to the text of the Stock Deferral Plan, a copy of which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.
Under the terms of the Stock Deferral Plan, participants may make an election in accordance with Section 409A of the Internal Revenue Code to defer the receipt of some or all of the shares of common stock subject to a restricted stock award or restricted stock unit award (an Award) and any accrued dividends or dividend equivalents with respect to such shares. In the event a participant makes a deferral election, as of each date on which a participant otherwise would be entitled to receive shares of common stock or accrued dividend equivalents upon the vesting of an Award and accrued dividends subject to the Award, the participants deferral account under the Stock Deferral Plan would be credited with a number of deferred share units equal to the number of shares of common stock and any accrued dividends or dividend equivalents that have been deferred.
The deferred share units credited to a participants deferral account shall be paid to the participant in a single lump sum payment or in annual installments over a period of not more than 10 years, as elected by the participant on the deferral election form submitted to the Company with respect to such Award.
Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits
10.1 | West Corporation Stock Deferral Plan | |
99.1 | Press release, dated May 5, 2015, reporting results of operations for the three months ended March 31, 2015 |
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.
WEST CORPORATION | ||||||
Dated: May 5, 2015 | By: | /s/ Jan D. Madsen | ||||
Jan D. Madsen | ||||||
Chief Financial Officer |
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