UNITED STATES |
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SECURITIES AND EXCHANGE COMMISSION |
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Washington, DC 20549 |
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FORM 8-K |
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CURRENT REPORT |
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Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
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Date of Report (Date of earliest event reported): January 22, 2007 |
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The Boston Beer Company, Inc. |
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(Exact name of registrant as specified in its charter) |
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Massachusetts |
001-14092 |
04-3284048 |
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(State or other jurisdiction |
(Commission |
(IRS Employer |
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of incorporation) |
File Number) |
Identification No.) |
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One Design Center Place, Boston, MA |
02210 |
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(Address of principal executive offices) |
(Zip Code) |
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Registrant's telephone number, including area code (617) 368-5000 |
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Check the appropriate box below if the Form 8-K 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 |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange |
<PAGE>
Item 5.02. |
Departure of Directors or Principal Officers; Election of Directors; |
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On January 22, 2006, Thomas W. Lance, 53, joined the Registrant as Vice President of Operations. In this new role, Mr. Lance will have primary responsibility for all of the Registrant's brewery operations, including supply chain and purchasing, customer service, and logistics. Before joining the Registrant, Mr. Lance had been Executive Vice President, Operations, of Ken's Foods of Marlborough, Massachusetts for more than five years. |
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Mr. Lance's annual salary will be $300,000, and he is eligible to receive up to 50% of his salary as a bonus, based upon the achievement of both company-wide and individual goals, which bonus would be payable in the first quarter 2008. In addition, the Registrant will grant Mr. Lance (i) an option to purchase 80,000 shares of the Registrant's Class A Common Stock, the vesting of which will be contingent on the achievement of certain performance goals over the next two years, and (ii) 10,000 shares of Restricted Stock, both of which will be in accordance with the terms of the Registrant's Employee Equity Incentive Plan, as amended. |
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Mr. Lance has no family or other material relationship with the Registrant (either directly or as a partner, shareholder or officer of an organization that has a relationship with the Registrant). |
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The Registrant issued a press release regarding such appointment, which is attached hereto as Exhibit 99.1 and is incorporated by reference herein. |
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Exhibit 99.1 - Press Release of The Boston Beer Company, Inc. dated January 25, 2007. |
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SIGNATURES |
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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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The Boston Beer Company, Inc. |
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(Registrant) |
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s/ Martin F. Roper |
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Date: January 25, 2006 |
Martin F. Roper |
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Chief Executive Officer |
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(Signature)* |
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* Print name and title of the signing officer under his signature. |
<PAGE>
EXHIBIT 99.1 |
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For Immediate Release |
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Contact: |
Michelle Sullivan |
The Boston Beer Company, Inc. |
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(617) 368-5165 |
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BOSTON BEER APPOINTS NEW VICE PRESIDENT OF OPERATIONS |
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BOSTON, MA (1/25/07) - The Boston Beer Company, Inc. (NYSE: SAM), brewers of Samuel Adams® beers, announced today that Thomas W. Lance has joined the Company as Vice President of Operations. |
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Before assuming this position with the Company, Mr. Lance, 53, had been Executive Vice President, Operations, of Ken's Foods of Marlborough, Massachusetts for more than five years. Prior to that, Mr. Lance held a number of positions in operations at Bausch & Lomb of Rochester, New York, following many years in operations at consumer food companies, namely, Welch's, General Mills and Quaker Oats. |
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Martin Roper, President and Chief Executive Officer of the Company, said, "Tom's experience in managing and expanding complex food and beverage operations will be a great addition to the Company's management team. This is particularly important as we consider the prospect of expanding the Company's brewery ownership." |
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"I have long admired The Boston Beer Company for its innovation and commitment to brewing quality beers like Samuel Adams," said Mr. Lance. "I am delighted that I will be part of the team that develops and implements the Company's brewing strategy to support its current and future growth." |
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THE BOSTON BEER COMPANY BACKGROUND: |
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The Boston Beer Company is America's leading brewer of handcrafted, full-flavored beer. Founder and brewer, Jim Koch, brews Samuel Adams® using the time-honored, traditional four-vessel brewing process, and the world's finest all-natural ingredients. With over 18 distinctive, award-winning styles of beer, Samuel Adams offers discerning beer drinkers a variety of brews. The brewery has won more awards in international beer tasting competitions in the last five years than any other brewery in the world. Samuel Adams is an independent brewery and has half of a percent of the domestic beer market. The Company's flagship brand, Samuel Adams Boston Lager®, is brewed using the same recipe and processes that Jim Koch's great-great grandfather used in the mid 1800s. The result is a beer renowned by drinkers for its full flavor, balance, complexity, and consistent quality. For more information visit www.samueladams.com or visit www.bostonbeer.c om for financial information. |
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