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 9, 2006 (November 3, 2006)
U-STORE-IT TRUST
(Exact name of registrant as specified in its charter)
| |
|
|
|
|
| Maryland
|
|
001-32324
|
|
20-1024732 |
|
|
|
|
|
|
| (State or other jurisdiction of incorporation)
|
|
(Commission File Number)
|
|
(I.R.S. Employer
Identification No.) |
| |
|
|
6745 Engle Road, Suite 300
Cleveland, OH
|
|
44130 |
|
|
|
|
| (Address of principal executive offices)
|
|
(Zip Code) |
Registrant’s telephone number, including area code: (440) 234-0700
N/A
(Former name or former address, if changed since last report)
| |
|
|
Item 5.02.
|
|
Departure of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers. |
On November 3, 2006, the Compensation Committee of the Board of Trustees of U-Store-It Trust
(the “Company”) approved the U-Store-It Trust Executive Deferred Compensation Plan (the “Plan”).
The Plan is intended to comply with the requirements of Section 409A of the Internal Revenue Code
of 1986, as amended. The Company is the Plan Administrator.
Pursuant to the Plan, employees specifically designated by the Compensation Committee of the
Board of Trustees are the only employees eligible to participate in the Plan. The Compensation
Committee has designated employees having the title of vice president or above to be eligible
participants and this includes the Company’s principal executive officer, principal financial
officer and named executive officers.
Under the Plan, eligible participants may elect each plan year to defer all or a portion of
their salary and bonus and have such deferred compensation credited to separate distribution
accounts until distributed in accordance with the Plan and the participant’s distribution
elections. The distribution accounts consist of a retirement distribution account for
distributions of deferred compensation following retirement (the “Retirement Distribution Account”)
and one or more in-service distribution accounts for distributions of deferred compensation during
the participant’s continued service with the Company (the “In-Service Distribution Account”). Each
distribution account will be credited with the returns of the investment options selected by the
participants, which includes investment options that are available in the U-Store-It Mini Warehouse
Co. 401(k) Retirement Savings Plan (the “401(k) Plan”), or such other investment fund(s) as the
Compensation Committee may designate from time to time. Participants may allocate balances in
their distribution accounts among the investment options in whole percentages of not less than five
percent.
For salary deferrals only, the Company will credit to the distribution accounts a matching
deferred compensation amount that is equal to the difference between the total matching
contribution such participant would have received under the 401(k) Plan without regard to the
limitations imposed pursuant to Sections 402(g), 415 and 417 of the Internal Revenue Code and the
actual matching contribution such participant receives under the 401(k) Plan, provided such
participant has made the maximum elective deferrals to the 401(k) Plan. The Compensation Committee
may, in its discretion, approve for any plan year an additional credit to a participant’s
Retirement Distribution Account as nonelective deferred compensation.
Elections to defer compensation under the Plan for a new plan year must be received by the
Company not later than the close of the preceding taxable year in order to be effective, and are
irrevocable as of the first day of the plan year (or other period) to which it relates, except that
(i) in the case of a hardship distribution, the election may be cancelled for the remainder of the
plan year, and (ii) a participant who has elected a lump sum distribution from the Retirement
Distribution Account may make a subsequent election to delay commencement of payment of such amount
for a period of five years from the date such payment would otherwise have been made. In the case
of newly eligible participants, the election to participate must be made within 30 days of first
eligibility in order to be effective in that plan year. In the case of any performance-based
compensation for services performed over a period of 12 months, an election may be made no later
than six months before the end of the performance period.
Upon retirement, benefits in the Retirement Distribution Account will be made in a lump sum or
in annual installments over five, 10 or 15 years (unless the account balance does not exceed
$10,000, in which case distribution will be made in a lump sum) as elected by the participant, and
will commence no later than the 60th day after the participant retires from the Company,
or the year following the participant’s attainment of age 65 (or other elected age less than age
65), whichever happens later. Upon termination of employment other than retirement (other than on
account of death), benefits in the Retirement Distribution Account will be distributed in a lump
sum 60 days following separation from service. Distributions from the In-Service Distributions
Account will be made in one lump sum or in annual installments over two, three, four or five years
as elected by the participant, and will commence no later than February 28 of the plan year elected
by the participant, except that participants may not elect distribution of compensation earned in a
plan year that is less than two years prior to the plan year elected for distribution. In the
event of death prior to commencement of distribution from either the Retirement Distribution
Account or the In-Service Distribution Account, benefits under the Plan shall be payable to a
participant’s beneficiary either in a lump sum or in the manner elected by the participant at the
time the deferral election was made. In the event of death after annual installment distributions
have commenced from either the Retirement Distribution Account or the In-Service Distribution
Account, any remaining installments shall continue to be paid in annual installments to the
participant’s beneficiary.
A copy of the Plan will be filed with the Company’s Quarterly Report on Form 10-Q for the
quarter ended September 30, 2006.