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):
August
12, 2009
Wabash
National Corporation
(Exact
name of registrant as specified in its charter)
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Delaware
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1-10883
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52-1375208
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(State
or other jurisdiction
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(Commission
File
No.)
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(IRS
Employer Identification No.)
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1000
Sagamore Parkway South, Lafayette,
Indiana 47905
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___________________________________________________
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(Address
of principal executive
offices) (Zip
Code)
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Registrant’s
telephone number, including area code:
(765) 771-5310
__________________
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:
[
] 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))
INFORMATION
TO BE INCLUDED IN THE REPORT
Section
5 – Corporate Governance and Management
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment
of Certain Officers; Compensatory Arrangements of Certain Officers
On August
12, 2009, Robert J. Smith, Senior Vice President and Chief Financial Officer of
Wabash National Corporation (the Company), provided notice to the
Company that he has decided to resign from his position effective August 31,
2009 having accepted an opportunity with a privately held company headquartered
in New York. The Company also announced the appointment of Mark J.
Weber to Senior Vice President and Chief Financial Officer, effective at the
time of Mr. Smith’s resignation. Mr. Weber will replace Mr. Smith as
the Company’s principal financial officer and principal accounting
officer.
Mr. Weber
joined the Company in August 2005 as Director of Internal Audit, was promoted in
February 2007 to Director of Finance, and since November 2007 has served as the
Company’s Vice President and Corporate Controller. Prior to joining
the Company, Mr. Weber was with Great Lakes Chemical Corporation from October
1995 through August 2005 where he served in several positions of increasing
responsibility within accounting and finance, including Vice President of
Finance. Mr. Weber earned his Master’s of Business Administration and
Bachelor of Science in Accounting from Purdue University’s Krannert School of
Management.
As a
result of his appointment as Senior Vice President and Chief Financial Officer,
Mr. Weber will be entitled to participate in the Company’s Change in Control
Policy, Executive Severance Plan, Deferred Compensation Plan and Retirement
Benefit Plan, all of which are described in the Company’s proxy statement for
its 2009 annual meeting filed with the Securities and Exchange Commission on
Schedule 14A on April 22, 2009, at pages 22-23, and such descriptions are
incorporated in this report by reference. Mr. Weber’s annual salary
is $250,000 subject to the 16.75% reduction in base pay for all Executive
Officers and he is eligible for an award in 2009 of up to 45% of his salary
under the Company’s annual short term incentive plan on the same basis as the
Company’s other officers.
Page 2
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
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WABASH
NATIONAL CORPORATION
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Date: August
17, 2009
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By:
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/s/
Robert J. Smith
_________________________
Robert
J. Smith
Senior
Vice President and Chief Financial Officer
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Page
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