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): March 7, 2006
NOBLE INTERNATIONAL, LTD.
(Exact name of registrant as specified in its charter)
| Delaware |
001-13581 |
38-3139487 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
28213 Van Dyke Avenue, Warren, MI 48093
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (586) 751-5600
(Former name or former address, if changed since last report)
| ¨ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
| ¨ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| ¨ |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| ¨ |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |
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| Item 1.01 | Entry into a Material Definitive Agreement |
On January 9, 2006, Noble International Ltd (the “Company”) entered into an oral agreement with Jay J. Hansen to which the Company agreed to employ him as Chief Operating Officer. The summary terms of that agreement were disclosed in the Company’s current filing on Form 8-K dated January 12, 2006. The Company has entered into a written agreement with Mr. Hansen regarding his employment with the Company a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference, and a summary description of the material terms of the Agreement are set forth herein.
In accordance with the Agreement, Mr. Hansen will receive an annual base salary of $250,000. Mr. Hansen is also eligible to participate in the Company executive bonus plan which is established by the Compensation Committee of the Company’s Board of Directors.
If the Company terminates Mr. Hansen for reasons other “Cause” he is entitled to receive a minimum severance equal to 12 months of his base salary at the termination date, subject to restrictions on soliciting or hiring the Company’s associates and confidentiality.
Mr. Hansen is entitled to receive all benefits generally available to senior executives of the Company.
Item 9.01 Financial Statements and Exhibits.
| (c) | Exhibits. |
| 99.1 Agreement between Noble International Ltd and Jay J. Hansen dated effective as of January 1, 2006 |
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| NOBLE INTERNATIONAL, LTD., a Delaware corporation (Registrant) | ||||||||
| Date: March 7, 2006 | By: |
/s/ Michael C. Azar | ||||||
| Michael C. Azar Secretary and General Counsel | ||||||||
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