ROLLINS INC — Board/Management Information 2013

Apr 25, 2013

8-K 1 a13-10751_18k.htm 8-K

*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): April 23, 2013

*ROLLINS, INC.*

(Exact name of registrant as specified in its charter)

Delaware	1-4422	51-0068479
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

*2170 Piedmont Road, N.E., Atlanta, Georgia 30324*

(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code: (404) 888-2000

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):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

SEQ.=1,FOLIO='',FILE='C:\JMS\107548\13-10751-1\task5994433\10751-1-ba.htm',USER='107548',CD='Apr 25 17:49 2013'

*Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers*

On April 23, 2013, at the Annual Meeting of Stockholders of Rollins, Inc., the stockholders approved the Company’s Performance-Based Incentive Cash Compensation Plan (the “2013 Incentive Compensation Plan”). The 2013 Incentive Compensation Plan is summarized in the Company’s proxy statement dated March 18, 2013 (the “Proxy Statement”), and is not a written plan. A summary of the material terms of the 2013 Incentive Compensation is attached to this Current Report as Exhibit 10(a).

*Item 9.01. Financial Statements and Exhibits.*

(d) Exhibits

Exhibit No.	Description
10(a)	Written description of Rollins, Inc. Performance-Based Incentive Cash Compensation Plan.

2

SEQ.=1,FOLIO='2',FILE='C:\JMS\107548\13-10751-1\task5994433\10751-1-ba.htm',USER='107548',CD='Apr 25 17:49 2013'

*SIGNATURES*

Pursuant to the requirements of the Securities Exchange Act of 1934, Rollins, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ROLLINS, INC. — By:	/s/Harry J. Cynkus
Name:	Harry J. Cynkus
Title:	Chief Financial Officer and Treasurer

3

SEQ.=1,FOLIO='3',FILE='C:\JMS\107548\13-10751-1\task5994433\10751-1-ba.htm',USER='107548',CD='Apr 25 17:49 2013'