UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
December 6, 2012
Date of Report
AVERY DENNISON CORPORATION
(Exact Name of Registrant as Specified in Charter)
Delaware |
|
1 -7685 |
|
95-1492269 |
(State or Other Jurisdiction |
|
(Commission |
|
(IRS Employer |
of Incorporation) |
|
File Number) |
|
Identification No.) |
150 North Orange Grove Boulevard |
|
|
Pasadena, California |
|
91103 |
(Address of Principal Executive Offices) |
|
(Zip Code) |
Registrants telephone number, including area code (626) 304-2000
(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 (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 Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d) On and effective December 6, 2012, upon recommendation of the Governance and Social Responsibility Committee, the Board of Directors (the Board) of Avery Dennison Corporation, a Delaware corporation (the Company), elected Anthony K. Anderson to the Board. Mr. Anderson has not yet been appointed to serve on any committees of the Board.
In connection with his election and in accordance with the Companys equity compensation program for non-employee directors, on December 6, 2012, Mr. Anderson was granted 688 restricted stock units (RSUs) and an option to purchase 2,770 shares of the Companys common stock at an exercise price of 100% of the fair market value of the Companys common stock on the date of grant. The RSUs and stock options vest ratably over three years, and the stock options expire after ten years. In addition, Mr. Anderson will be eligible to participate in the Companys other non-employee director compensation programs as described in the Companys proxy statement filed with the Securities and Exchange Commission on March 9, 2012.
A copy of the press release announcing Mr. Andersons election to the Board is attached as Exhibit 99.1 hereto and incorporated herein by reference.
Section 9 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
99.1 Press Release, dated December 7, 2012, announcing election of Anthony K. Anderson to the Companys Board of Directors.
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.
|
AVERY DENNISON CORPORATION | ||
|
| ||
|
| ||
Date: December 7, 2012 |
| ||
|
By: |
/s/ Dean A. Scarborough | |
|
|
Name: |
Dean A. Scarborough |
|
|
Title: |
Chairman, President and Chief Executive Officer |
EXHIBIT INDEX
Exhibit |
|
Description |
|
|
|
99.1 |
|
Press Release, dated December 7, 2012 announcing election of Anthony K. Anderson to the Board of Directors of Avery Dennison Corporation. |
Exhibit 99.1
News Release |
Miller Corporate Center
For Immediate Release
ANTHONY K. ANDERSON ELECTED TO
AVERY DENNISON BOARD OF DIRECTORS
PASADENA, Calif., December 7, 2012 Avery Dennison Corporation (NYSE:AVY) today announced that its board of directors has elected Anthony K. Anderson a director, effective December 6, 2012.
Anderson, 57, joins the Avery Dennison board after a 35-year career with Ernst & Young LLP, the global assurance, tax, transaction and advisory services firm, from which he retired in April as vice chairperson and managing partner of the firms Midwest region.
Tony Andersons deep financial expertise and extensive experience advising multinational businesses will serve Avery Dennison well, said Dean A. Scarborough, Avery Dennison chairman, president and chief executive officer. He is also a highly effective business leader, and we welcome his perspective.
In addition to leading the Midwest region, Andersons Ernst & Young career includes six years in the Los Angeles area as managing partner of the firms Pacific Southwest region. He also served as the firms worldwide engagement partner for a number of large multinational companies and leader of the firms insurance and financial services industry practices.
A former director of the Federal Reserve Bank of Chicago, Anderson currently serves on the boards of directors of AAR Corporation and First American Financial Corporation. An active civic leader, he is also a director of The Chicago Council on Global Affairs, World Business Chicago and the Chicago Urban League, of which he is chairman of the board. In addition, he is a member of the boards of the Lyric Opera of Chicago, The Field Museum of Chicago, and the Chicago Symphony Orchestra. In Los Angeles, he has served as chairman of Town Hall Los Angeles, the Childrens Bureau of Southern California, and the California Science Center.
Anderson holds a bachelors degree in accounting from Chicago State University. He is a member of the American, California and Illinois Institutes of Certified Public Accountants.
About Avery Dennison
Avery Dennison (NYSE:AVY) is a global leader in labeling and packaging materials and solutions. The companys applications and technologies are an integral part of products used in every major market and industry. With operations in more than 50 countries and 30,000 employees worldwide, Avery Dennison serves customers with insights and innovations that help make brands more inspiring and the world more intelligent. Headquartered in Pasadena, California, the company reported sales from continuing operations of $6 billion in 2011. Learn more at www.averydennison.com.
# # #
Contacts
Media:
David Frail (626) 304-2014
david.frail@averydennison.com
Investor Relations:
Eric M. Leeds (626) 304-2029
investorcom@averydennison.com