SECURITIES AND EXCHANGE COMMISSION
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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 22, 2005
THE STANLEY WORKS
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(Exact name of registrant as specified in its charter)
Connecticut 1-5244 06-0548860
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(State or other jurisdiction (Commission file IRS Employer
of incorporation Number) Identification No.)
1000 Stanley Drive, New Britain, Connecticut 06053
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(address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (860) 225-5111.
Item 1.01. Entry into a Material Definitive Agreement.
Approval of Terms of 2005 Management Incentive Compensation Program
The Compensation and Organization Committee of the Board of Directors and the
Board of Directors approved the 2005 management incentive compensation program,
including the performance goals and criteria and the range of potential bonus
payments for fiscal 2005 under such program. Exhibit 10.1 to this Current Report
on Form 8-K contains a summary of the material terms of the 2005 management
incentive compensation program.
Approval of Terms of Long-Term Performance Award Program for the Three Year
Performance Period Ending December 29, 2007
The Compensation and Organization Committee of the Board of Directors and the
Board of Directors approved a Long-Term Performance Award Program under the
Stanley Works 2001 Long-Term Incentive Plan for the performance period
commencing January 2, 2005 and ending December 29, 2007. Exhibit 10.2 to this
Current Report on Form 8-K contains a summary of the material terms and
conditions of Long-Term Performance Awards to be issued under the Stanley Works
2001 Long-Term Incentive Plan. A form of Award Agreement for long-term
performance awards granted under the Long-Term Performance Award Program for the
2005 to 2007 performance period is attached as Exhibit 10.3 to this Current
Report on Form 8-K. A description of the performance criteria and range of
awards for certain executives is attached as Exhibit 10.4 to this Current Report
on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits.
10.1 Summary of Material Terms of the Management Incentive
Compensation Plan.
10.2 Summary of Material Terms and Conditions Applicable to
Long-Term Performance Awards issued under the Stanley Works
2001 Long-Term Incentive Plan.
10.3 Form of Award Agreement for the Long-Term Performance Award
Program for the period January 2, 2005 through December 29,
2007.
10.4 Description of the performance criteria and range of certain
awards under the Long-Term Performance Award Program for the
period January 2, 2005 through December 29, 2007.
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 hereunto duly authorized.
THE STANLEY WORKS
By: \s\ Bruce H. Beatt
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Bruce H. Beatt
Vice President, Secretary and
General Counsel
Dated: February 25, 2005
EXHIBIT INDEX
10.1 Summary of Material Terms of the Management Incentive
Compensation Plan.
10.2 Summary of Material Terms and Conditions Applicable to
Long-Term Performance Awards issued under the Stanley Works
2001 Long-Term Incentive Plan.
10.3 Form of Award Agreement for Long-Term Performance Award
Program for the period January 2, 2005 through December 29,
2007.
10.4 Description of the performance criteria and range of certain
awards under the Long-Term Performance Award Program for the
period January 2, 2005 through December 29, 2007.