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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K/A
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 2, 2007
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WATTS WATER TECHNOLOGIES, INC.
(Exact Name of Registrant as Specified in its Charter)
DELAWARE 001-11499 04-2916536
(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
815 Chestnut Street, North Andover, Massachusetts 01845
(Address of Principal Executive Offices) (Zip Code)
(978) 688-1811
(Registrant's telephone number, including area code)
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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 (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))
Item 5.02 - Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On October 2, 2007, Watts Water Technologies, Inc. (the "Registrant") filed a
Current Report on Form 8-K (the "Original 8-K") announcing that on September 27,
2007 William D. Martino resigned as Chief Operating Officer and President of
North American and Asian Operations of the Registrant effective as of September
30, 2007. This amendment to the Original 8-K is being filed to report that on
November 2, 2007 the Registrant received from Mr. Martino a signed letter
agreement dated October 16, 2007 regarding the terms of his resignation (the
"Resignation Agreement").
Pursuant to the Resignation Agreement, (i) Mr. Martino will receive a lump sum
severance payment in the amount of $427,500, which amount was calculated based
on Mr. Martino's annual base salary of $327,500 plus a discretionary bonus for
2007 in the amount of $100,000, (ii) the Registrant will pay the cost of
continued health coverage under the Consolidated Omnibus Reconciliation Act of
1985, as amended ("COBRA"), until March 31, 2009, if Mr. Martino elects COBRA
coverage, and (iii) the Registrant will pay Mr. Martino $50,000 to cover costs
associated with relocating his personal belongings and household goods. The
Resignation Agreement contains a general release from Mr. Martino, the
effectiveness of which is subject to statutory review and revocation periods. No
severance payments or other benefits will be paid pursuant to the Resignation
Agreement until the statutory revocation period has passed. The Resignation
Agreement also contains certain non-disparagement covenants.
Mr. Martino is entitled to exercise the vested portion of his stock options to
purchase up to 11,250 shares of the Registrant's Class A Common Stock previously
granted to him under the Registrant's 2004 Stock Incentive Plan for a period of
six months following September 30, 2007. Mr. Martino's nonvested stock options
and nonvested shares of restricted stock previously granted to him under the
2004 Stock Incentive Plan will be cancelled as of September 30, 2007 in
accordance with the terms of the 2004 Stock Incentive Plan and the award
agreements. Pursuant to the terms of the Management Stock Purchase Plan, Mr.
Martino's nonvested RSUs will be cancelled as of September 30, 2007 and he will
receive a cash payment equal to the number of such nonvested RSUs multiplied by
the lesser of (a) 67% of the fair market value of the Registrant's Class A
Common Stock on the date the RSU was awarded plus simple interest per annum on
such amount at the one-year U.S. Treasury Bill rate in effect on the award date
and each anniversary thereof, or (b) the fair market value of the Registrant's
Class A Common Stock on September 30, 2007. As a result of the American Jobs
Creation Act of 2004, because Mr. Martino is an officer of the Registrant, the
cash payment for his nonvested RSU's cannot be made until after March 30, 2007.
SIGNATURE
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.
WATTS WATER TECHNOLOGIES, INC.
Date: November 2, 2007 By: /s/ Patrick S. O'Keefe
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Patrick S. O'Keefe
Chief Executive Officer