- Current report filing (8-K)
June 30 2010 - 3:00PM
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):
June 24, 2010
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)
Emergency
Medical Services Corporation Deferred Compensation Plan
On
June 24, 2010, the Board of Directors of Emergency Medical Services
Corporation (the Company) adopted the Emergency Medical Services Corporation
Deferred Compensation Plan (the Plan).
The
Plan is unfunded and is intended to be a nonqualifed deferred compensation plan
maintained for a select group of management or key employees.
The
Plan permits eligible employees of the Company to defer a portion of their
annual base salary, all or a portion of their incentive compensation and any
refunds of their contributions to the Companys 401(k) retirement savings
plan, on a tax deferred basis. The Plan administrator will be the Deferred
Compensation Plan Committee, appointed from time to time by the Company. In addition to contributions made to accounts
by the participants, in its sole and absolute discretion, the Company may award
a credit under the Plan to participants accounts.
Upon
voluntary enrollment, each eligible employee will elect the amount of
compensation to be deferred, the investment options (to index earnings on the
deferred amount), and the time and method of distribution of that employees
deferred compensation account balance in accordance with the distribution
options available under the Plan. The
foregoing summary of the Plan is qualified in its entirety by reference to the
terms and conditions of the Plan.
Section 8
- Other Events
Item 8.01
Other
Events
Emergency Me
dical Services Corporation
Physician Stock Purchase Plan
On
June 24, 2010, the Compensation Committee of the Board of Directors and
the Board of Directors adopted the Emergency Medical Services Corporation
Physician Stock Purchase Plan (the PSPP).
The PSPP is a subplan, and the class A common stock purchased under
the PSPP will be subject to the terms, of the Companys Second Amended and
Restated Long-Term Incentive Plan.
The
PSPP permits Eligible PA Employees and Eligible Independent Contractors (as
defined in the PSPP) who are physicians, whom we refer to together as Physician
Service Providers, to purchase shares of our class A common stock under the
PSPP during designated offering periods, and under designated offering terms
and conditions, established from time to time by the Compensation
Committee. The foregoing summary of the
PSPP is qualified in its entirety by reference to the terms and conditions of
the PSPP.
Section 9 - Financial Statements and Exhibits
Item 9.01
Financial Statements and Exhibits
(d)
Exhibits
4.1
Emergency
Medical Services Corporation Deferred Compensation Plan (incorporated by
reference to Exhibit 4.1 to EMSCs Registration Statement on Form S-8
filed with the Securities and Exchange Commission on June 24, 2010).
1
4.2
Emergency
Medical Services Corporation Physician Stock Purchase Plan (incorporated by
reference to Exhibit 4.1 to EMSCs Registration Statement on Form S-3
filed with the Securities and Exchange Commission on June 24, 2010).
2
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.
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EMERGENCY MEDICAL SERVICES CORPORATION
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(Registrant)
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June 30, 2010
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By:
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/s/
Craig Wilson
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Craig
Wilson
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Senior
Vice President and Interim General Counsel
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3
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.
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EMERGENCY MEDICAL SERVICES L.P.
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(Registrant)
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By:
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Emergency Medical Services Corporation,
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its General Partner
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June 30, 2010
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By:
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/s/
Craig Wilson
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Craig
Wilson
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Senior
Vice President and Interim General Counsel
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4
Exhibit Index
Exhibit Number
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Description
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4.1
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Emergency
Medical Services Corporation Deferred Compensation Plan (incorporated by
reference to Exhibit 4.1 to EMSCs Registration Statement on
Form S-8 filed with the Securities and Exchange Commission on
June 24, 2010).
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4.2
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Emergency
Medical Services Corporation Physician Stock Purchase Plan (incorporated by
reference to Exhibit 4.1 to EMSCs Registration Statement on
Form S-3 filed with the Securities and Exchange Commission on
June 24, 2010).
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5
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