Form 8-K

 

 

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): November 14, 2012 (November 12, 2012)

 

 

PC Connection, Inc.

(Exact name of registrant as specified in charter)

 

 

 

Delaware   0-23827   02-0513618

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

Rt. 101A, 730 Milford Road

Merrimack, NH

  03054
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (603) 683-2000

N/A

(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))

 

 

 


Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On November 12, 2012, the Board of Directors (the “Board”) of PC Connection, Inc., a Delaware corporation (the “Company”) approved, upon the recommendation of the Company’s Compensation Committee (the “Committee”), an increase to the base salary of Mr. Timothy McGrath, the Company’s President and Chief Executive Officer, from $750,000 to $825,000, effective as of November 12, 2012. The Board also approved, upon the recommendation of the Committee, an equity award to Mr. McGrath of 175,000 restricted stock units. The units vest on the schedule set forth below:

 

Units Granted

  

Vesting Schedule

40,000

   8/1/2013

30,000

   8/1/2014

25,000

   8/1/2015

20,000

   8/1/2016

20,000

   8/1/2017

20,000

   8/1/2018

10,000

   8/1/2019

10,000

   8/1/2020

Only 10% of the total shares of common stock underlying the restricted stock unit award may be sold in any 12-month period, beginning after August 1, 2013. Restrictions on the sale of vested shares lapse once Mr. McGrath reaches the age of 72.


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 hereunto duly authorized.

 

Date:

  November 14, 2012     PC CONNECTION, INC.
      By:  

/S/ JOSEPH DRISCOLL

        Joseph Driscoll
        Executive Vice President, Treasurer, and
        Chief Financial Officer