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 4, 2007 (May 1, 2007)
STERLING
CHEMICALS, INC.
(Exact name of registrant as specified
in its charter)
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| Delaware |
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000-50132 |
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76-0502785 |
(State or other jurisdiction of
Incorporation) |
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(Commission File No.) |
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(IRS Employer
Identification No.) |
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333 Clay Street,
Suite 3600
Houston, Texas
(Address of principal execute
offices) |
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77002-4109
(Zip Code) |
(713) 650-3700
(Registrant’s telephone number,
including area code)
Not
Applicable
(Former names 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:
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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)) |
TABLE OF
CONTENTS
Item 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointment
of Certain Officers; Compensatory Arrangements of Certain Officers
On May 1, 2007, Paul G
Vanderhoven, Senior Vice President — Finance and Chief Financial Officer of
Sterling Chemicals, Inc. (“Sterling”), announced his retirement
from Sterling, effective as of such date. In connection with
Mr. Vanderhoven’s retirement, he entered into a separation and release
agreement with Sterling whereby he agreed, among other things, to release
certain claims against Sterling. In connection with his retirement and the
separation and release agreement, Mr. Vanderhoven received a severance
package consisting of a lump-sum severance payment in the amount of $385,500, or
1.5 times his last year’s base salary and his current “Bonus Target” (or 50% of
his base salary) under Sterling’s Bonus Plan and the continuation of coverage
under Sterling’s life, health care, medical and dental insurance plans and
programs (other than disability), as long as he makes a timely COBRA election
and pays the regular employee premiums required under Sterling’s plans and
programs and by COBRA for a period of 24 months (including 18 months of
COBRA coverage).
On May 4, 2007, John R. Beaver, a
Vice President and Sterling’s Corporate Controller, was named as
Mr. Vanderhoven’s successor and was appointed Senior Vice President —
Finance and Chief Financial Officer. Mr. Beaver, 45, will oversee
Sterling’s corporate accounting and reporting functions, finance and planning
capacities. As a result, Mr. Beaver’s base salary increased from $165,900
to $205,000, his Bonus Target under Sterling’s Bonus Plan, for the purposes of
determining bonus compensation payable if certain thresholds under that plan are
achieved, increased from 35% to 40%, and his multiplier under Sterling’s Key
Employee Protection Plan, for the purposes of determining benefits under that
plan, increased from 1.0 to 2.0. A copy of Sterling’s Bonus Plan and Key
Employee Protection Plan are filed as exhibits to Sterling’s Annual Report on
Form 10-K for the year ended December 31, 2006.
Mr. Beaver was Sterling’s
Corporate Controller since March of 2001 and one of Sterling’s Vice Presidents
since January of 2003. Prior to joining Sterling, Mr. Beaver was Vice
President and Corporate Controller for Pioneer Companies, Inc. from 1997 until
December of 2000 and Corporate Controller for Borden Chemicals and Plastics
Limited Partnership from 1995 though 1996. Mr. Beaver held several
financial management positions with Sterling from 1987 through 1995 and with
Monsanto Company from 1981 through 1987.