Amended Current Report Filing (8-k/a)
July 29 2015 - 5:03PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT
REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 7, 2015
Casella Waste Systems, Inc.
(Exact Name of Registrant as Specified in Charter)
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Delaware |
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000-23211 |
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03-0338873 |
(State or Other Jurisdiction
of Incorporation) |
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(Commission
File Number) |
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(IRS Employer
Identification No.) |
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25 Greens Hill Lane
Rutland, Vermont |
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05701 |
(Address of Principal Executive Offices) |
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(Zip Code) |
Registrants telephone number, including area code: (802) 775-0325
Not applicable
(Former
Name or Former Address, if Changed Since Last Report)
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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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Explanatory Note
This Amendment No. 1 on Form 8-K/A amends the Current Report on Form 8-K filed on July 8, 2015 (the Original Filing) by Casella Waste
Systems, Inc. (the Company). The Original Filing reported, among other items, the appointment of James E. OConnor to the Companys Board of Directors (the Board). At the time of the Original Filing, the Board had
not made any determinations regarding committee assignments for Mr. OConnor. The Company hereby amends the Original Filing to include information on the committee assignments in Item 5.02 below. Other than providing the additional
information in Item 5.02 below, no other disclosure in the Original Filing is amended by this Form 8-K/A.
Item 5.02. |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On and effective as of July 28, 2015, the Board appointed Mr. OConnor to the Boards
Compensation Committee.
The information included in Item 5.02 of this Current Report on Form 8-K is incorporated
by reference into this Item 8.01.
Important Additional Information And Where To Find It
Casella, its directors and certain of its executive officers are deemed to be participants in the solicitation of proxies from Casellas stockholders in
connection with the matters to be considered at Casellas 2015 Annual Meeting of Stockholders. Information regarding the names of Casellas directors and executive officers and their respective interests in Casella by security holdings or
otherwise can be found in Casellas Form 10-KT/A for the transition period from May 1, 2014 to December 31, 2014, filed with the SEC on April 30, 2015. To the extent holdings of Casellas securities have changed since the
amounts set forth in Casellas Form 10-KT/A for the transition period from May 1, 2014 to December 31, 2014, such changes have been reflected on Initial Statements of Beneficial Ownership on Form 3 or Statements of Change in Ownership
on Form 4 filed with the SEC. These documents are available free of charge at the SECs website at www.sec.gov. Casella intends to file a proxy statement and accompanying WHITE proxy card with the SEC in connection with the
solicitation of proxies from Casella stockholders in connection with the matters to be considered at Casellas 2015 Annual Meeting of Stockholders. Additional information regarding the identity of participants, and their direct or indirect
interests, by security holdings or otherwise, will be set forth in Casellas proxy statement for its 2015 Annual Meeting, including the schedules and appendices thereto. INVESTORS AND STOCKHOLDERS ARE STRONGLY ENCOURAGED TO READ ANY SUCH
PROXY STATEMENT AND THE ACCOMPANYING PROXY CARD AND OTHER DOCUMENTS FILED BY CASELLA WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE AS THEY WILL CONTAIN IMPORTANT INFORMATION. Stockholders will be able to obtain the
Proxy Statement, any amendments or supplements to the Proxy Statement, the accompanying WHITE proxy card, and other documents filed by Casella with the SEC for no charge at the SECs website at www.sec.gov. Copies will also be
available at no charge at the Investor Relations section of Casellas corporate website at www.casella.com, by writing to Casellas Corporate Secretary at Casella Waste Systems, Inc., 25 Greens Hill Lane, Rutland, VT 05701, or by calling
Casellas Corporate Secretary at (802) 772-2257.
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.
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CASELLA WASTE SYSTEMS, INC. |
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Date: July 29, 2015 |
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By: |
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/s/ Edmond R. Coletta |
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Edmond R. Coletta Senior Vice President and
Chief Financial Officer |
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