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 27, 2010 (October 21, 2010)
Arch Coal, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other
jurisdiction of
incorporation)
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1-13105
(Commission File Number)
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43-0921172
(I.R.S. Employer
Identification No.) |
CityPlace One
One CityPlace Drive, Suite 300
St. Louis, Missouri 63141
(Address, including zip code, of principal executive offices)
Registrant’s telephone number, including area code: (314) 994-2700
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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| Item 5.02 |
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Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(e) Amendment to Arch Coal, Inc. 1997 Stock Incentive Plan
On October 21, 2010, the Board of Directors of Arch Coal, Inc. (the “Company”) approved an
amendment (the “Amendment”) to the Arch Coal, Inc. 1997 Stock Incentive Plan (as amended and
restated, the “Plan”).
The Amendment added minimum vesting requirements to certain “Full Value Awards” (as defined in
the Plan) granted after October 21, 2010. Under the Plan, any new Full Value Awards (subject to a
de minimus exception as provided in the Plan) shall have the following minimum vesting periods: (i)
for any Full Value Award that is Performance-Based Compensation (as defined in the Plan), the
Performance Period (as defined in the Plan) shall not end, and such award shall not vest, prior to
one year after the date of the grant; and (ii) any other Full Value Award shall have a minimum
vesting period of three years from the date of grant.
A description of the Plan (prior to the above-described amendment) is set forth in the proxy
statement with respect to the Company’s 2010 annual meeting of stockholders held on April 22, 2010.
That description, as supplemented by the above description of the Amendment, is qualified in its
entirety by reference to the Plan. A copy of the Plan, as amended and restated on October 21,
2010, is filed as an exhibit hereto and incorporated by reference herein.
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| Item 9.01 |
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Financial Statements and Exhibits. |
(d) Exhibits
The following exhibit is attached hereto and filed herewith.
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| Exhibit |
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Description |
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10.1 |
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Arch Coal, Inc. 1997 Stock Incentive Plan (as amended and restated on October 21, 2010). |
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