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 5, 2005
Seaboard Corporation
(Exact name of registrant as specified in its charter)
Delaware 1-3390 04-2260388
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
9000 W. 67th Street, Shawnee Mission, Kansas 66202
(Address of principal executive offices) (Zip Code)
(Registrant's telephone number, including area code) (913) 676-8800
Not Applicable
(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:
[ ] Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-120 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))
Item 1.01. Entry into a Material Definitive Agreement
Seaboard or a subsidiary of Seaboard, has entered into the following
material definitive agreements:
Employment Agreement between Seaboard and Steven J. Bresky dated July 1
2005.
Employment Agreement between Seaboard and Robert L. Steer dated July 1,
2005.
Employment Agreement between Seaboard Farms, Inc. and Rodney K. Brenneman
dated July 1, 2005.
Each of the Employment Agreements contains the following principal terms:
(1) a term of five (5) years, commencing July 1, 2005, subject to renewal
by the Company; (2) payment of a minimum base salary in the amounts of
$440,000 for Mr. Bresky and Mr. Steer., and $370,000 for Mr. Brenneman; (3)
payment of an annual minimum bonus in the amounts of $450,000 for Mr.
Bresky and Mr. Steer., and $400,000 for Mr. Brenneman; (4) non-competition
and non-solicitation provisions which apply during the employee's
employment and for a period of one (1) year after the termination of such
employment or 2 years if the employee voluntarily resigns for any reason
other than for "Good Reason"; and (5) upon an involuntary termination of
the employee's employment without "Cause" or a resignation by the employee
for "Good Reason," payment to the employee of his then salary and most
recent bonus for the balance of the term of the Employment Agreement, but
not for less than the non-competition period; and (6) under the Company's
Executive Retirement Plan, years of service credit accrues for the term of
the severance period and the final average earnings calculation under this
plan is determined utilizing the base salary and bonus paid during the
severance period.
Item 8.01. Other Events
On July 5, 2005, Seaboard completed the purchase of Daily's, a bacon
processor located in the western United States, with plants located in Salt
Lake City, Utah and Missoula, Montana.
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SIGNATURE
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 thereunto duly authorized.
DATE: July 5, 2005
Seaboard Corporation
by: /s/ Robert L. Steer
Robert L. Steer, Senior Vice President,
Treasurer and Chief Financial Officer
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