- Current report filing (8-K)
August 03 2010 - 10:04AM
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):
July 30, 2010
EMERGENCY
MEDICAL SERVICES CORPORATION
EMERGENCY
MEDICAL SERVICES L.P.
(Exact name of each registrant
as specified in its charter)
Delaware
|
|
001-32701
333-127115
|
|
20-3738384
20-2076535
|
(State or other jurisdiction
of incorporation)
|
|
(Commission
File Numbers)
|
|
(IRS Employer
Identification Nos.)
|
6200 S. Syracuse Way, Suite 200, Greenwood
Village, Colorado
(Address of principal executive offices)
|
|
80111
(Zip Code)
|
(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 2 Financial Information
Item 2.02 Results of Operations and Financial
Condition.
On August 3, 2010, Emergency Medical Services Corporation (EMSC)
issued a press release announcing its financial results for the quarter and six
months ended June 30, 2010. A copy
of the press release is furnished as Exhibit 99.1 to this report.
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.
On
July 30, 2010, the Board of Directors of EMSC (the Board) increased the
number serving on its Board from seven to eight directors and filled the
vacancy created by such newly-created directorship by appointing Leonard Riggs,
M.D. to the Board. Dr. Riggs will serve as a Class III
Director, where his initial term will expire at EMSCs 2011 annual stockholder
meeting. The Board also appointed Dr. Riggs
to serve on the following committees of the Board: Corporate Governance and Nominating
Committee, Compensation Committee and Compliance Committee.
No
arrangements exist between EMSC and Dr. Riggs pursuant to which he was
selected as a Director. There are no transactions in which Dr. Riggs
has an interest requiring disclosure under Item 404(a) of
Regulation S-K.
Dr. Riggs
will be compensated in accordance with EMSCs publicly disclosed director
compensation policies. In accordance
with such policies, Dr. Riggs was granted a prorated amount of 1,854
Restricted Stock Units under EMSCs Non-Employee Director Compensation Program,
which will vest at EMSCs 2011 annual stockholder meeting provided Dr. Riggs
meets EMSCs vesting criteria applicable to directors subject to the plan, and
will receive a prorated 75% of EMSCs standard annual director fees of $67,000
until EMSCs 2011 annual stockholder meeting.
On
July 30, 2010, the Compensation Committee of the Board also approved
annual base salary increases to each of William Sanger, Chief Executive
Officer, Randel G. Owen, Executive Vice President and Chief Financial Officer,
and Todd G. Zimmerman, Executive Vice President and Secretary, in the amount of
3.0% to their respective base salaries.
Mark E. Bruning, the President of American Medical Response, Inc.,
will also receive a salary increase in the equivalent percentage, although his
salary increase is determined by EMSC pursuant to its standard management merit
increase process rather than by the Compensation Committee.
Section 9 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d)
Exhibits
.
Exhibit Number
|
|
Description of Exhibit
|
|
|
|
99.1
|
|
Press
Release of Emergency Medical Services Corporation, dated August 3, 2010.
|
2
The
information in Item 2.02 of this report, including the exhibit attached hereto,
shall not be deemed filed for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to
the liabilities under that Section, nor shall it be deemed to be incorporated
by reference into any filing under the Securities Act of 1933, as amended, or
the Exchange Act, except as expressly set forth by specific reference in such a
filing.
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.
|
EMERGENCY MEDICAL SERVICES
|
|
CORPORATION
|
|
(Registrant)
|
|
|
|
|
August 3,
2010
|
By:
|
/s/
Craig Wilson
|
|
|
Craig
Wilson
|
|
|
Senior
Vice President and Interim General Counsel
|
4
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)
|
|
|
|
By:
|
Emergency Medical Services Corporation,
|
|
|
its General Partner
|
|
|
|
|
|
|
August 3,
2010
|
By:
|
/s/
Craig Wilson
|
|
|
Craig
Wilson
|
|
|
Senior
Vice President and Interim General Counsel
|
5
Exhibit Index
Exhibit Number
|
|
Description
|
|
|
|
99.1
|
|
Press
Release of Emergency Medical Services Corporation, dated August 3, 2010.
|
6
Emergency medical (NYSE:EMS)
Historical Stock Chart
From Jun 2024 to Jul 2024
Emergency medical (NYSE:EMS)
Historical Stock Chart
From Jul 2023 to Jul 2024