Delaware | 1-3970 | 23-1483991 | ||
(State or Other Jurisdiction | (Commission | (IRS Employer | ||
of Incorporation) | File Number) | Identification No.) |
350 Poplar Church Road, Camp Hill, Pennsylvania | 17011 | |
(Address of Principal Executive Offices) | (Zip Code) |
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)) |
| Institutional Shareholder Services, or ISS, has recommended a vote against the Say-on-Pay Proposal based on incorrect analysis of the relationship between the Companys pay and its performance; | ||
| Glass Lewis and Egan-Jones, two other proxy advisory services, have recommended that the Companys stockholders vote FOR the Say-on-Pay Proposal; | ||
| The Company clearly demonstrates in the Presentation that annual performance-based bonuses and performance-based long-term incentive equity awards do not pay out when pre-established performance targets are not achieved; and | ||
| The Companys Compensation Committee is actively involved in managing pay-for-performance and has restricted compensation while supporting the steps the Companys management has taken to improve the performance of the Company. |
Exhibit Number | Description | |
99.1
|
Stockholder Presentation Entitled Named Executive Officer Compensation Advisory Vote |
HARSCO CORPORATION |
||||
By: | /s/ Mark E. Kimmel | |||
Name: | Mark E. Kimmel | |||
Title: | Senior Vice President, Chief Administrative Officer, General Counsel and Corporate Secretary | |||
Exhibit Number | Description | |
99.1
|
Stockholder Presentation Entitled Named Executive Officer Compensation Advisory Vote |