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) June 30,
2008
Alico,
Inc.
(Exact
name of registrant as specified in its charter)
Florida
(State or
other jurisdiction of incorporation)
0-261
(Commission
File Number)
59-0906081
(IRS
Employer Identification No.)
Post
Office Box 338
LaBelle,
Florida
(Address
of principal executive offices)
33975
(Zip
Code)
(863)
675-2966
(Registrant’s
telephone number, including area code)
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 (see General Instruction A.2.):
[ ]
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.
Dan
L. Gunter appointed CEO; Compensation amended.
Effective
July 1, 2008, the Company appointed Mr. Dan L. Gunter, President and Chief
Operating officer of the Company since April 2006, to the position of President
and Chief Executive Officer. His appointment was announced in a press
release issued on June 30, 2008, which is attached hereto as Exhibit
99.1. In connection with the promotion, Mr. Gunter will receive a
regular base salary of $300,000 annually and remains eligible for an annual
incentive bonus under the Company’s cash-based pay-for-performance annual
incentive plan based on employment, his performance of specified incentive goals
as outlined by the compensation committee and Company performance for the fiscal
year 2008 performance period. In addition, restricted stock awards previously
granted to Mr. Gunter will continue to vest in accordance with the original
terms of the grants.
John
R. Alexander Transition, Severance, Non-compete and Consulting
Agreement
Also
effective July 1, 2008, Alico, Inc. (the “Company”) and John R. Alexander
entered into an agreement (referred to herein as the “Agreement”) with respect
to Mr. Alexander’s retirement as Chief Executive Officer. Mr.
Alexander will continue with the Company as its Chairman of the Board of
Directors. Mr. Alexander retired from his position as the Company’s
Chief Executive Officer on June 30, 2008. His departure was announced in a press
release issued on June 30, 2008, which is attached hereto as Exhibit 99.1. Set
forth below is a summary of the material terms of the Agreement.
Mr.
Alexander will separate from the Company on June 30, 2008 (the “Separation
Date”). He will continue as the Company’s Chairman. Mr. Alexander remains
eligible to receive a pro rata payment for calendar year 2008 under the
Company’s cash-based pay-for-performance annual incentive plan, which payment
will be equal to three-quarters of the value of his annual incentive plan award
based on employment, his performance of specified incentive goals as outlined by
the compensation committee, and Company performance for the full 2008
performance period. In addition, the restricted stock previously granted to Mr.
Alexander will fully vest on the Separation Date in accordance with the original
terms of the grants.
Pursuant
to the Agreement, after the Separation Date, the Company will pay Mr. Alexander
a total of $600,000 from July 1, 2008 to June 30, 2011 payable in monthly
installments of $20,833.33 per month beginning July 1, 2008 and continuing to
June 30, 2009, $16,666.67 per month beginning July 1, 2009 and continuing to
June 30, 2010 and $12,500 per month beginning July 1, 2010 and continuing to
June 30, 2011. In addition, the Company will reimburse Mr. Alexander
for any out of pocket expenses reasonably incurred by him in connection with the
performance of his duties subject to the expense reimbursement and pre-approval
policies of the Company during the Consulting period. Additionally,
the Company will pay Mr. Alexander a non-accountable office expense allowance of
$5,000 per month during the consulting period. The Agreement
specifies that Mr. Alexander in turn will provide consulting services to the
Company during the period of the Agreement and refrain from competitive
activities as defined therein, during the term of the Agreement.
Item
9.01. Financial Statements and Exhibits
(c) Exhibits.
Exhibit
99.1 Press release, dated June 30, 2008, announcing the appointment of Dan L.
Gunter as Chief Executive Officer and the retirement of John R. Alexander as
Chief Executive Officer and his continuance as Chairman of the
Board.
Exhibit
99.2 Transition, Severance and Consulting Agreement.
SIGNATURE
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.
ALICO,
INC.
By: /s/ John R.
Alexander
John
R.
Alexander
Chief
Executive Officer and
Chairman
Dated:
June 30, 2008
EXHIBIT
INDEX
Exhibit
No. Exhibit
|
99.1
|
Press
release, dated June 30, 2008, announcing the appointment of Dan L. Gunter
as Chief Executive Officer and the retirement of John R. Alexander as
Chief Executive Officer and his continuance as Chairman of the
Board.
|
99.2 Transition,
Severance, Non-compete and Consulting
Agreement.