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) May
20, 2011
AMERON INTERNATIONAL CORPORATION
(Exact
name of Registrant as specified in its charter)
|
Delaware |
1-9102 | 77-0100596 |
| (State or Other Jurisdiction | (Commission | (I.R.S. Employer |
| of Incorporation) | File Number) | Identification No.) |
| 245 South Los Robles Avenue | 91101 |
| Pasadena, California | (Zip Code) |
| (Address of Principal Executive Offices) |
Registrant’s telephone number, including area code (626)
683-4000
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. 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 1.01 | Entry into a Material Definitive Agreement. |
The agreement between the Company and James R. McLaughlin dated October 19, 2009 has been amended as set forth in the attached Exhibit 99.1, which is incorporated herein by reference. The effect of the amendment is to cause 1,000 shares of restricted stock which were granted in January 2009 to vest upon Mr. McLaughlin’s retirement, rather than be forfeited.
| Item 5.02 |
Departure of Directors or Certain Officers; Election of
Directors; Appointment of |
(b) James R. McLaughlin will retire as Senior Vice President – Corporate Development & Treasurer on June 1, 2011. Gary Wagner, currently Senior Vice President – Finance and Administration & Chief Financial Officer, will take the additional title of Treasurer.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) Exhibits | |
|
Exhibit No. |
Description |
| 99.1 | May 20, 2011 Amendment to Letter Agreement dated October 19, 2009 between the Company and James R. McLaughlin. |
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 thereto duly authorized.
| AMERON INTERNATIONAL CORPORATION | ||
|
Dated: May 26, 2011 |
By: |
/s/ Leonard J. McGill |
|
Leonard J. McGill |
||
|
Senior Vice President, Secretary and General Counsel |
||
EXHIBIT INDEX
|
Exhibit |
|
|
99.1 |
May 20, 2011 Amendment to Letter Agreement dated October 19, 2009 between the Company and James R. McLaughlin. |
4