- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
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): June 6, 2007
- --------------------------------------------------------------------------------
MCGRATH RENTCORP
(Exact name of Registrant as Specified in its Charter)
California 0-13292 94-2579843
(State or Other Jurisdiction (Commission File (IRS Employer
of Incorporation) Number) Identification No.)
5700 Las Positas Road, Livermore, CA 94551-7800
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (925) 606-9200
- --------------------------------------------------------------------------------
N/A
(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 (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 of Principal Officers; Election of Directors;
Appointment of Principal Officers.
On June 12, 2007, McGrath RentCorp ("McGrath," the "Registrant", or the
"Company") announced the promotion of Mr. Joseph F. Hanna, age 44, to Senior
Vice President and Chief Operating Officer, effective June 6, 2007. Mr. Hanna
has served as our Senior Vice President of Operations since January 2005. He
served as Vice President of Operations since joining the Company in 2003. Mr.
Hanna has extensive sales and operations experience, including 12 years at SMC
Corporation of America (a subsidiary of SMC Corporation, Tokyo, Japan) where he
served most recently as Director, Sales and Operations, Western United States.
His prior experience also includes serving as an officer in the United States
Army. Mr. Hanna received a B.S. in Electrical Engineering from the United States
Military Academy, West Point, New York.
Mr. Hanna is employed by the Company on an "at-will" basis with a
current annual base salary of $260,000 and an annual bonus of up to 91% of his
annual base salary based on a combination of the level of the Company's pre-tax
profit for the year and the extent to which Mr. Hanna achieves his own
individual performance goals. There are no family relationships between Mr.
Hanna and any of our executive officers or directors.
The Company had previously entered into Indemnification Agreements with
each of our directors and executive officers, including Mr. Hanna. These
Agreements require the Company to indemnify our officers or directors against
expenses and, in certain cases, judgments, settlements or other payments
incurred by the officer or director in suits brought by the Company, derivative
actions brought by shareholders and suits brought by other third parties.
Indemnification has been granted under these Agreements to the fullest extent
permitted under California law in situations where the officer or director is
made, or threatened to be made, a party to the legal proceeding because of his
or her service to the Company.
Item 7.01 Regulation FD
On June 12, 2007, McGrath also announced via press release certain
promotions of its officers. A copy of this press release is attached hereto as
Exhibit 99.1 and incorporated into this Item 7.01 by reference. This Item 7.01
of Form 8-K and the attached exhibit are furnished to, but not filed with, the
Securities and Exchange Commission, and shall not be incorporated by reference
in any filing under the Securities Act of 1934 or the Securities Exchange Act of
1934.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
99.1 Press release issued by McGrath RentCorp, dated June 12, 2007.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
McGrath RentCorp
Date: June 12, 2007 By: /s/ Randle F. Rose
------------------------------
Randle F. Rose
Senior Vice President, Chief Administrative
Officer and Secretary
EXHIBIT 99.1
McGrath RentCorp Announces Leadership Promotions
LIVERMORE, Calif.--(BUSINESS WIRE)--June 12, 2007--McGrath
RentCorp (NASDAQ:MGRC) President & Chief Executive Officer, Dennis C.
Kakures, announced today the promotions of Joe Hanna, Randy Rose,
Keith Pratt and Phil Hawkins.
Joe Hanna was promoted from Senior Vice President of Operations to
Senior Vice President and Chief Operating Officer. Mr. Hanna joined
the Company in 2003 as Vice President of Operations. Mr. Hanna
received a B.S. in Electrical Engineering from the United States
Military Academy.
Randy Rose was promoted from Vice President of Administration and
Secretary to Senior Vice President, Secretary and Chief Administrative
Officer. Mr. Rose joined the Company in 1997 as Vice President of
Administration. Mr. Rose received a B.S. in Business Finance from San
Jose State University.
Keith Pratt was promoted from Vice President and Chief Financial
Officer to Senior Vice President and Chief Financial Officer. Mr.
Pratt joined the Company in 2006 as Vice President and Chief Financial
Officer. Mr. Pratt has an undergraduate degree from Cambridge
University in Production Engineering and an MBA from Stanford
University.
Phil Hawkins was promoted from Manager, Financial Planning &
Analysis to Vice President and Division Manager of the Company's
TRS-RenTelco division. Mr. Hawkins received B.S. degrees in
Accounting, Finance and Computer Information Systems from Arizona
State University. Mr. Hawkins joined the Company in 2004 as a
financial analyst. Susan Boutwell, the former head of the Company's
electronics division will become the Director of Strategic Initiatives
for TRS-RenTelco.
"The promotions and realignment of management announced today are
integral in positioning McGrath RentCorp's leadership team to drive
our business operations to higher levels of success in the future,"
stated Dennis Kakures.
About McGrath RentCorp:
Founded in 1979, the Company, under the trade name Mobile Modular
Management Corporation, rents and sells modular buildings to fulfill
customers' temporary and permanent space needs in California, Texas
and Florida. Mobile Modular believes it is the largest provider of
relocatable classrooms for rental to school districts for the grades
K-12 in California. The Company's TRS-RenTelco division rents and
sells electronic test equipment and is one of the leading providers of
general purpose and communications test equipment in North America.
For more information on McGrath RentCorp, visit www.mgrc.com
CONTACT: McGrath RentCorp
Dennis C. Kakures, 925-606-9200
Chief Executive Officer