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): |
September 14, 2009 |
OSHKOSH CORPORATION
|
| (Exact name of registrant as specified in its charter) |
Wisconsin
|
1-31371
|
39-0520270
|
| (State or other |
(Commission File |
(IRS Employer |
| jurisdiction of |
Number) |
Identification No.) |
| incorporation) |
P.O. Box 2566, Oshkosh, Wisconsin 54903
|
| (Address of principal executive offices, including zip code) |
(920) 235-9151
|
| (Registrant’s telephone number, including area code) |
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)) |
| Item 5.02. |
Departure of Directors or Certain Officers; Election of Directors; Appointment
of Certain Officers; Compensatory Arrangements of Certain Officers. |
(e)
On September 14, 2009, the Human Resources Committee (the “Committee”)
of the Board of Directors of Oshkosh Corporation (the “Company”)
approved a framework for awards of performance shares under the Company’s
2009 Incentive Stock and Awards Plan (the “2009 Plan”) and approved
awards to the Company’s executive officers, including its named executive
officers, of performance shares under the 2009 Plan for which such framework
will serve as the award agreement. The framework for awards of performance
shares is filed herewith as Exhibit 10.1 and is incorporated by reference
herein.
On
September 14, 2009, the Committee also approved a form of stock option award agreement
under the 2009 Plan and approved awards to the Company’s executive officers,
including its named executive officers, of options to purchase shares of common stock of
the Company under the 2009 Plan for which such form of stock option award agreement will
serve as the award agreement. The form of stock option award agreement is filed herewith
as Exhibit 10.2 and is incorporated by reference herein.
Also
on September 14, 2009, the Committee approved a form of stock appreciation rights award
agreement under the 2009 Plan and approved awards to the Company’s executive officers
of stock appreciation rights under the 2009 Plan for which such form of stock appreciation
rights award agreement will serve as the award agreement. The form of stock appreciation
rights award agreement is filed herewith as Exhibit 10.3 and is incorporated by reference
herein.
| Item 9.01. |
Financial
Statements and Exhibits. |
| |
(d) |
Exhibits.
The following exhibits are being furnished herewith: |
| |
(10.1) |
Framework for Awards of Performance Shares under the Oshkosh Corporation 2009
Incentive Stock and Awards Plan. |
| |
(10.2) |
Form of Oshkosh Corporation 2009 Incentive Stock and Awards Plan Stock Option
Award Agreement. |
| |
(10.3) |
Form of Oshkosh Corporation 2009 Incentive Stock and Awards Plan Stock
Appreciation Rights Award Agreement. |
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 hereunto duly authorized.
| Date: September 18, 2009 |
By: /s/ Bryan J. Blankfield
Bryan J. Blankfield
Executive Vice President, General Counsel
and Secretary |
3
OSHKOSH CORPORATION
Exhibit Index to
Current Report on Form 8-K
Dated September 14, 2009
Exhibit
Number
| (10.1) |
Framework for Awards of Performance Shares under the Oshkosh Corporation 2009
Incentive Stock and Awards Plan. |
| (10.2) |
Form of Oshkosh Corporation 2009 Incentive Stock and Awards Plan Stock Option
Award Agreement. |
| (10.3) |
Form of Oshkosh Corporation 2009 Incentive Stock and Awards Plan Stock
Appreciation Rights Award Agreement. |
4