UNITED STATES
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) December 8, 2010
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SJW Corp.
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(Exact name of registrant as specified in its charter)
California 1-8966 77-0066628
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
110 W. Taylor Street, San Jose, California 95110
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(Address of principal executive offices) (Zip Code)
(408) 279-7800
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Registrant's telephone number, including area code
Not Applicable
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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:
[ ] 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.
(e) On December 8, 2010, the Executive Compensation Committee of the Board
of Directors of SJW Corp. (the "Corporation") approved a special
retirement package for Ms. Angela Yip, the Corporation's Executive Vice
President of Finance and one of the named executive officers in the
Corporation's most recent proxy statement filed on Schedule 14A with
the Securities and Exchange Commission on March 12, 2010. The principal
features of the retirement package are summarized as follows:
- The package will be conditioned upon Ms. Yip's retirement during the
period beginning June 1, 2011 and ending July 31, 2011 and her execution
and delivery of a Separation Agreement and Release pursuant to which she
will affect a general release of all claims against the Corporation and
its subsidiaries and its affiliates. Upon her retirement, Ms. Yip will
cease to be an executive officer of the Corporation and the following
subsidiaries: San Jose Water Company, SJW Land Company, SJWTX, Inc. and
Texas Water Alliance Limited.
- Ms. Yip will receive an additional years-of-service credit of
approximately 2.3 years under the San Jose Water Company
Executive Supplemental Retirement Plan (the "SERP").
A formal amendment to the SERP to authorize such years-of-service
credit must be approved by the Corporation's Board of Directors.
- Ms. Yip will be paid a retirement bonus of $10,000 and a
bonus for the 2011 fiscal year equal to 50% of her target
bonus for that year. The retirement bonus will be paid to her
on the first day of the seventh month following her retirement
date, and the bonus for the 2011 fiscal year will be
paid to her on that same date or (if later)the date on which
the 2011 fiscal year bonuses are paid to the Corporation's
executive officers.
- Ms. Yip will be reimbursed for her COBRA coverage costs for up
to a 6-month period following her retirement date, but not more
than $16,500 in the aggregate.
Should Ms. Yip's employment terminate prior to her retirement date
under circumstances entitling her to severance benefits under the
Corporation's Executive Severance Plan, then the benefits under that
plan will be paid to her in lieu of her special retirement package
summarized above.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
Number Description of Document
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10.1 Form of Separation Agreement and Release
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 thereunto duly authorized.
SJW Corp.
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December 10, 2010 /s/ James P. Lynch
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James P. Lynch, Chief Financial
Officer and Treasurer
Exhibit
Number Description of Document
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10.1 Form of Separation Agreement and Release