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): February 13, 2007
INTER-TEL (DELAWARE), INCORPORATED
(Exact Name of Registrant as specified in charter)
Commission File Number 0-10211
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Delaware
(State or other jurisdiction of incorporation)
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86-0220994
I.R.S. Employer Identification Number |
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| 1615 S. 52nd Street |
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| Tempe, Arizona
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85281 |
| (Address of principal executive offices)
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(Zip Code) |
Registrant’s telephone number, including area code: (480) 449-8900
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:
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))
TABLE OF CONTENTS
Item 5.02(e) Departure of
Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers;
Compensatory
Arrangements of Certain Officers. |
On
February 13, 2007, the Compensation Committee (the “Committee”) of the Board of Directors
(the”Board”) of Inter-Tel (Delaware), Incorporated (the “Company”) approved a 2007 Bonus Plan for
the executive officers (the “Plan”). The participants in
the Plan include the following named
executive officers of the Company.
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| Name |
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Position |
Norman Stout |
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Chief Executive Officer |
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Craig W. Rauchle |
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President, Chief Operating Officer |
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Jeff T. Ford |
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Sr. Vice President and Chief Technology Officer |
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John L. Gardner |
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Sr. Vice President and General Counsel |
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Kurt R. Kneip |
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Sr. Vice President and Chief Financial Officer |
The Plan is designed to align compensation of senior management with key financial drivers and
establishes the bonus potential and the criteria for the payment of annual bonuses, if any, to the
Company’s named executive officers. The maximum bonus for each officer is determined primarily as
a percentage of base salary. The target bonuses as a percentage of base salary ranged from 70
percent to 100 percent. For each of the officers except for Jeff Ford, the bonus to be earned is
dependent entirely on meeting established earnings per share and revenue goals. Mr. Ford’s bonus
is determined eighty percent on meeting the earnings per share and revenue goals and twenty percent
on meeting divisional targets. The bonuses are earned on a sliding scale, with minimum metrics
that must be met to earn any bonus, target metrics that must be met to earn the targeted bonus and
maximum metrics that must be achieved to earn the highest potential bonus. The bonus payout
increases ratably for achievements between the minimum and maximum metrics. In the event that the
target metrics are surpassed, a participant in the Plan may earn an additional bonus payment on a
sliding scale up to a maximum of 25% of such participant’s target bonus. The specific earnings per
share, revenue and divisional targets have not been included in this description in order to
maintain the confidentiality of the Company’s confidential or commercial business information.
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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INTER-TEL, INCORPORATED |
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Dated: February 19, 2007
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By:
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/s/ Norman Stout
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Norman Stout |
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Chief Executive Officer |
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