Kennametal Inc. Form 8-K
 

 
 
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): February 2, 2006
 
Kennametal Inc.
(Exact name of registrant as specified in its charter)
 
         
Pennsylvania   1-5318   25-0900168
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)
     
World Headquarters
1600 Technology Way
P.O. Box 231
Latrobe, Pennsylvania
  15650-0231
(Address of principal executive offices)   (Zip code)
Registrant’s telephone number, including area code:
(724) 539-5000
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))
 
 

 


 

TABLE OF CONTENTS
Item 8.01 Other Events.
Item 9.01 Financial Statements and Exhibits.

 


 

Item 8.01 Other Events.
     On Thursday, February 2, 2006, upon the recommendation of its Compensation Committee, the Board of the Directors (the “Board”) of Kennametal Inc. (the “Company”) approved an increase by approximately fifteen percent (15%) of the aggregate Board compensation paid to the Company’s non-employee directors, and realigned the mix of equity compensation payable to the Board consistent with the mix of equity compensation payable to its executives, which are summarized in Exhibit 10.1 to this Form 8-K and such descriptions are incorporated into this Item 8.01 by reference. The Board continues to emphasize alignment with the shareowners by paying approximately 65% of the compensation in equity. The Board had not approved an increase to the compensation paid to non-employee directors of the Board for more than a two-year period.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
10.1 Description of Compensation Payable to Non-Employee Directors

 


 

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 thereunto duly authorized.
           
    KENNAMETAL INC.      
 
  Registrant
 
       
 
       
Date: February 2, 2006
  By:   /s/ David W. Greenfield
 
       
 
      David W. Greenfield
Vice President, Secretary
and General Counsel