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
August 4, 2006
Date of Report (Date of earliest event reported)
FIRST INDUSTRIAL REALTY TRUST, INC.
(Exact name of registrant as specified in its charter)
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Maryland
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1-13102
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36-3935116 |
(State or other jurisdiction of
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(Commission File Number)
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(I.R.S. Employer |
incorporation or organization)
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Identification No.) |
311 S. Wacker Drive, Suite 4000
Chicago, Illinois 60606
(Address of principal executive offices, zip code)
(312) 344-4300
(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. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
TABLE OF CONTENTS
Item 1.01 Entry into a Material Definitive Agreement.
On August 4, 2006, the Compensation Committee of the Board of Directors of First Industrial
Realty Trust, Inc. (the “Company”) adopted an incentive compensation plan for the year ended
December 31, 2006 for the Company’s three Managing Directors. The plan is designed to reward the
Company’s Managing Directors for profitable development, sale and lease transactions consummated in their
regions and to increase their ownership in the Company.
Pursuant to the plan, each Managing Director is eligible to receive (i) an amount equal to
7.0% of the new business generation incentive compensation paid to officers of the Managing
Director’s region and (ii) an additional 20% of the new business generation incentive compensation
paid to officers on certain types of transactions (collectively, “NBG Compensation”). Losses from
comparable transactions will offset gains for the purpose of determining compensation payable under
the plan. In addition, each Managing Director may receive compensation up to $300,000 upon the
achievement of profitability and sales leadership goals and
acquisitions and development projects.
The plan does not have an aggregate bonus pool and incentive compensation payable is not
subject to any pre-set limit based on the Managing Director’s salary. Any plan compensation will be paid
annually 60% in cash and 40% in restricted stock. Payments are contingent upon the continued
employment of the officer on the payment date. Restricted stock will vest ratably over 3 years and
be denominated based on a price to be determined by senior management with the approval of the
Compensation Committee.
A summary of 2006 incentive compensation plan elements is attached hereto as Exhibit 10.1 and
is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
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Exhibits. The following exhibits are filed herewith: |
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Description |
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10.1
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Summary of Managing Director 2006 Incentive Compensation Plan |