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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) December 22, 2009
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SPRINT NEXTEL CORPORATION
(Exact name of Registrant as specified in its charter)
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Kansas 1-04721 48-0457967
(State of Incorporation) (Commission File Number) (I.R.S. Employer
Identification No.)
6200 Sprint Parkway, Overland Park, Kansas 66251
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (800) 829-0965
(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:
|_| 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))
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e) On December 22, 2009, Sprint Nextel Corporation (the "Company") and Robert
H. Brust, Chief Financial Officer of the Company, entered into an amendment to
Mr. Brust's employment agreement. The amendment is designed to provide certain
benefits up to an additional year following the initial two-year term of Mr.
Brust's agreement while the Company hires and transitions responsibilities to a
new chief financial officer. The amendment provides for:
o contingent on Mr. Brust's continued employment on the dates, a cash bonus
of $50,000 as soon as reasonably practicable after the first day of each
month beginning on May 1, 2010 and ending on April 1, 2011;
o contingent on his continued employment as of such time, a long term
incentive award target opportunity of $3 million to be granted at the same
time as long term incentive award grants are made to the Company's other
senior executives, allocated equally in value in stock options and
restricted stock units all of which will vest on May 1, 2012, subject to
compliance with non-compete and non-solicitation covenants that are
extended as of the effective date of such grants to 24 months following Mr.
Brust's termination;
o the imposition of a six month maximum on Mr. Brust's severance payment
period; and
o due to the change in severance payment period, contingent on Mr. Brust's
being employed by the Company as of May 1, 2010, vesting on May 1, 2011 of
the unvested portion of his Sign-On Option Award and Sign-On RSU Award.
The Agreement is filed as Exhibit 10.1 to this Form 8-K and is incorporated by
reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are filed with this report:
Exhibit No. Description
10.1 First Amendment to Amended and Restated Employment
Agreement, effective December 22, 2009, between
Robert H. Brust and Sprint Nextel Corporation
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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 hereunto duly authorized.
SPRINT NEXTEL CORPORATION
Date: December 23, 2009 /s/ Timothy P. O'Grady
By: Timothy P. O'Grady
Assistant Secretary
EXHIBIT INDEX
Number Exhibit
10.1 First Amendment to Amended and Restated Employment
Agreement, effective December 22, 2009, between
Robert H. Brust and Sprint Nextel Corporation