|
May
12, 2005 - May 10, 2005 |
|
(Date
of Report - Date of earliest event
reported) |
|
KERR-McGEE
CORPORATION |
|
(Exact
name of registrant as specified in its
charter) |
|
Delaware |
1-16619 |
73-1612389 | ||
|
(State
of Incorporation) |
(Commission
File Number) |
(IRS
Employer Identification No.) |
|
Kerr-McGee
Center |
||
|
Oklahoma
City, Oklahoma |
73125 | |
|
(Address
of principal executive offices) |
(Zip
Code) |
|
(405) 270-1313 |
|
(Registrant's
telephone number) |
|
Item
1.01 |
Entry
into a Material Definitive Agreement |
|
On
May 10, 2005, the company’s stockholders approved the Kerr-McGee
Corporation 2005 Long Term Incentive Plan (the “2005 Plan”). The
purpose of the 2005 Plan is to provide incentive opportunities for
Non-Employee Directors and key employees and to align their personal
financial interest with the Company's stockholders. The 2005 Plan includes
provisions for stock options, stock appreciation rights, restricted stock
and performance related awards.
A
copy of the 2005 Plan is attached hereto as Exhibit 10.1.
The
adoption of the 2005 Plan resulted in the termination of the Kerr-McGee
Corporation 2002 Long Term Incentive Plan, the purpose of which was the
same as the 2005 Plan. |
|
Item
5.03 |
Amendments
to Articles of Incorporation or Bylaws |
|
On
May 10, 2005, the company’s stockholders approved an amendment to the
company’s amended and restated certificate of incorporation. The amendment
increases the number of authorized shares of Common Stock from 300,000,000
to 500,000,000.
A
copy of the certificate of amendment to the amended and restated
certificate of incorporation, which was filed with the Secretary of State
of the State of Delaware on May 11, 2005, is attached hereto as Exhibit
3.1. |
|
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. |
|
KERR-MCGEE
CORPORATION | ||
|
By: |
(John
M. Rauh) | |
|
John
M. Rauh | ||
|
Vice
President and Controller | ||
|
Dated:
May 12, 2005 |