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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) MARCH 22, 2007
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HARSCO CORPORATION
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(Exact name of registrant as specified in its charter)
DE 1-3970 23-1483991
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
350 POPLAR CHURCH ROAD, CAMP HILL PA 17011
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 717-763-7064
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(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):
[_] 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 March 22, 2007, the Board of Directors (the "Board") of Harsco
Corporation (the "Company") approved changes to the Company's long-term
incentive compensation program under the Company's 1995 Executive Incentive
Compensation Plan (the "Plan"). Commencing with the 2010 award year, grants of
performance-based restricted stock units under the long-term incentive
compensation program will be based on increases in economic value added
(EVA(R)), which will be measured over a three-year period beginning with the
2007-2009 performance period. The Board must approve the grants prior to their
award and the grants generally vest over a three-year period subsequent to the
Board's approval. The aforementioned program is described in greater detail in
the Authorization, Terms and Conditions of Other Performance Awards attached
hereto as Exhibit 10.1 and hereby incorporated herein by reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
Exhibit 10.1 Authorization, Terms and Conditions of Other Performance
Awards under the Harsco Corporation 1995 Executive
Incentive Compensation Plan (as amended and restated)
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.
HARSCO CORPORATION
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(Registrant)
DATE March 28, 2007 /s/ Salvatore D. Fazzolari
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Salvatore D. Fazzolari
President, Chief Financial Officer
and Treasurer