execcomp8k.htm
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): March 24, 2008 (March 18,
2008)
MID-AMERICA
APARTMENT COMMUNITIES, INC.
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(Exact
name of registrant as specified in its
charter)
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TENNESSEE
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1-12762
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62-1543819
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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6584
Poplar Avenue, Suite 300
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Memphis,
Tennessee
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38138
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant's
telephone number, including area code: (901) 682-6600
N/A
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(Former
name or former address, if changed since last
report)
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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 (see General Instruction A.2. below):
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
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[ ]
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Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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[ ]
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Pre-commencement communications pursuant to
Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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[ ]
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Pre-commencement communications pursuant to
Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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ITEM
5.02
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Departure
of Directors of Certain Officers; Election of Directors; Appointment or
Certain Officers; Compensatory Arrangements of Certain
Officers
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On March
18, 2008, the Compensation Committee, or Committee, of the registrant’s Board of
Directors held a regularly scheduled meeting at which they evaluated the results
of the 2007 Executive Annual Bonus Plan, or the 2007 Plan, for executive
officers. Details of the 2007 Plan were filed on Form 8-K by the
registrant on March 23, 2007. The 2007 Plan included objectives for both growth
of funds from operations, or FFO, per diluted share/unit and individual
goals. As the 2007 Plan allowed, the Committee applied a 10%
discretionary modifier to the bonus calculation as growth of FFO per diluted
share/unit for 2007 was 10% above the top of the sliding scale established for
the 2007 Plan. Following the modifier, the final bonuses awarded by the
Committee in compliance with the 2007 Plan were cash awards of $862,554 for
H. Eric Bolton, Jr. and $562,496 for Simon R.C. Wadsworth.
Upon their promotions to Executive Vice
Presidents in early 2008, Albert M. Campbell, III, Thomas L. Grimes, Jr., and
James Andrew Taylor met the requirements to begin being identified as named
executive officers in compliance with the applicable provisions of the Exchange
Act. As a result, the Committee took over responsibility for
reviewing, evaluating and setting their compensation packages effective with
their 2008 compensation.
On March
18, 2008, the Committee awarded 2008 base salaries as follows:
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2008
Salary
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H.
Eric Bolton, Jr.
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$ 407,753
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Simon
R.C. Wadsworth
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$ 265,907
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Thomas
L. Grimes, Jr.
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$ 170,441
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Albert
M. Campbell, III
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$ 159,640
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James
Andrew Taylor
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$ 150,000
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On March 28, 2008, the Committee also
adopted an annual bonus plan for 2008, the 2008 Plan, for executive
officers.
The 2008 Plan determines a bonus
opportunity of up to 200% of 2008 base salary for Messrs. Bolton and Wadsworth
and up to 100% of 2008 base salary for Messrs. Grimes, Campbell and Taylor, with
a modifier that can be applied by the Committee at its discretion, allowing the
bonus amount awarded to be lowered or raised by up to 25%. The bonus opportunity
is calculated as a percent of salary based on a sliding scale of year-over-year
FFO per diluted share/unit growth, achievement of individual goals as approved
by the Committee, and, in the case of Messrs. Grimes and Taylor, same store GOI
growth. The weight of each of the performance factors varies by person in the
plan. In determining FFO growth, the Committee has the ability to factor in any
material and non-recurring events that may occur that impact the registrant’s
FFO performance.
A copy of the 2008 Plan is set forth on
Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by
reference.
ITEM
9.01 Financial
Statements and Exhibits
(c) Exhibits
Exhibit
Number
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Description
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10.1
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2008 Executive Annual Bonus
Plan
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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 thereunto
duly authorized.
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MID-AMERICA APARTMENT
COMMUNITIES, INC.
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Date:
March 24, 2008
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/s/Simon
R.C. Wadsworth
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Simon
R.C. Wadsworth
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Executive
Vice President and Chief Financial Officer
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(Principal Financial and
Accounting
Officer)
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