Emergency Medical Services Corp - Current report filing (8-K)
30 Maggio 2008 - 8:36PM
Edgar (US Regulatory)
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 28, 2008
EMERGENCY MEDICAL SERVICES CORPORATION
EMERGENCY MEDICAL SERVICES L.P.
(
Exact name of each registrant as specified
in its charter)
Delaware
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001-32701
333-127115
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20-3738384
20-2076535
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(State or other jurisdiction
of incorporation)
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(Commission
File Numbers)
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(IRS Employer
Identification Nos.)
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6200 S. Syracuse Way, Suite 200,
Greenwood Village, Colorado
(Address of
principal executive offices)
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80111
(Zip Code)
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(303) 495-1200
(Registrants
telephone number, including area code)
(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 registrants 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))
Section 5 - Corporate Governance and
Management
Item 5.02
Departure
of Directors or Principal Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers
(e)
Adoption of the Amended and
Restated 2007 Long-Term Incentive Plan
On
January 29, 2008, the Board of Directors of Emergency Medical Services
Corporation (EMSC) approved the adoption of the Amended and Restated 2007
Long-Term Incentive Plan (the Plan), subject to stockholder approval. The
stockholders of EMSC approved the Plan at the 2008 Annual Meeting of
Stockholders, which was held on May 28, 2008.
The
amendments reflected in the Plan permit independent contractors who provide
clinical services for us, our subsidiaries or professional associations or
professional corporations for which we provide management services, to be
eligible to receive stock awards under the Plan. The material terms of the Plan are set forth
in detail in Proposal 2, beginning on page 39 of EMSCs definitive proxy
statement (Proxy Statement) filed with the Securities and Exchange Commission
on April 29, 2008, which discussion is incorporated herein by
reference. The Plan is incorporated by
reference to Annex A of the Proxy Statement.
Section
8 - Other Events
Item 8.01
Other Events
On
May 28, 2008, EMSC held its 2008 Annual Meeting of Stockholders. At that
meeting, stockholders re-elected one Class III Director: Michael L. Smith.
The Class III Directors term expires at the 2011 Annual Meeting of
Stockholders.
At
the 2008 Annual Meeting of Stockholders, stockholders also ratified the
appointment of Ernst & Young, LLP as EMSCs independent public
accountant for the fiscal year ending December 31, 2008.
Section 9 - Financial Statements and
Exhibits
Item 9.01
Financial
Statements and Exhibits
(d)
Exhibits
10.1
Amended and Restated 2007 Long-Term Incentive Plan (incorporated by
reference to Annex A to EMSCs Proxy Statement filed with the Securities and
Exchange Commission on April 29, 2008).
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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.
EMERGENCY MEDICAL SERVICES CORPORATION
(Registrant)
May 30, 2008
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By:
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/s/ Todd G. Zimmerman
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Todd G. Zimmerman
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Executive Vice President and General Counsel
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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.
EMERGENCY MEDICAL SERVICES L.P.
(Registrant)
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By: Emergency Medical Services Corporation,
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its General Partner
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May 30, 2008
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By:
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/s/ Todd G. Zimmerman
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Todd G. Zimmerman
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Executive Vice President and General Counsel
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4
Exhibit Index
Exhibit Number
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Description
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10.1
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Amended
and Restated 2007 Long-Term Incentive Plan (incorporated by reference to
Annex A to EMSCs Proxy Statement filed with the Securities and Exchange
Commission on April 29, 2008).
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5
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