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 11, 2009
THE GREENBRIER COMPANIES, INC.
(Exact name of registrant as specified in its charter)
Commission File No. 1-13146
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| Oregon
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93-0816972 |
| (State of Incorporation)
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(I.R.S. Employer Identification No.) |
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| One Centerpointe Drive, Suite 200, Lake Oswego, OR
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97035 |
| (Address of principal executive offices)
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(Zip Code) |
(503) 684-7000
(Registrant’s telephone number, including area code)
Former name or former address, if changed since last report: N/A
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
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| Item 5.02 |
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Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers. |
(e) Effective March 1, 2009, the following adjustments will be made to the base compensation of the
Company’s executive officers:
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| Annual Base Compensation Range (U.S. $) |
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Percentage Reduction |
Over $250,000
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12.5 |
% |
$200,000 — $249,999
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10.0 |
% |
$125,000 — $199,999
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7.5 |
% |
The rate of annual base compensation for William A. Furman, President and Chief Executive
Officer of the Company, will be reduced effective March 1, 2009 in a percentage and dollar amount
significantly greater than applies to other executive officers of the Company as set forth in the
above table.
The Company has determined that it is unlikely discretionary bonuses will be paid for
fiscal 2009.
Executives who have formal employment contracts with the Company are being requested to
amend such agreements to reflect the above adjustments.
Item 8.01 Other Events.
The Company is issuing the attached press release dated February 11, 2009 announcing work
force reductions and other cost-cutting measures. A copy of the release is attached as Exhibit
99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
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| Exhibit No. |
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Description |
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99.1
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Press Release of the Company dated as of February 11, 2009 |