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): March 8, 2010

 

Rush Enterprises, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Registrant’s telephone number, including area code: (830) 626-5200

 

Not Applicable

(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):

 

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))

 

 

 

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

 

(e)                                  On March 8, 2010, the Board of Directors of Rush Enterprises, Inc., (the “Company”), upon the recommendation of the Compensation Committee, approved the following compensation payments to the Company’s named executive officers:

 

Cash Bonus Payments

 

After a review of competitive market data and the Company’s operating results for the 2009 fiscal year, the Compensation Committee approved the following cash bonus payments:

 

Name / Title		Cash Bonus
W. M. “Rusty” Rush President, Chief Executive Officer and Director		$	409,000
W. Marvin Rush Chairman and Director		$	307,000
Martin A. Naegelin, Jr. Executive Vice President		$	122,500
Daryl J. Gorup Senior Vice President – Dealership Operations		$	99,000
Steven L. Keller Vice President – Chief Financial Officer and Treasurer		$	80,000

 

The cash bonuses will be paid on March 15, 2010.

 

Stock Option Grants

 

The Compensation Committee approved the following stock options exercisable for the Company’s Class A common stock (the “Stock Options”):

 

Name / Title		Options
W. M. “Rusty” Rush President, Chief Executive Officer and Director		75,000
W. Marvin Rush Chairman and Director		60,000
Martin A. Naegelin, Jr. Executive Vice President		30,000
Daryl J. Gorup Senior Vice President – Dealership Operations		21,450
Steven L. Keller Vice President – Chief Financial Officer and Treasurer		18,000

 

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The Stock Options will be granted under the Rush Enterprises, Inc. 2007 Long-Term Incentive Plan (the “Plan”) on March 15, 2010 (the “Grant Date”).  The Stock Options will have an exercise price equal to the closing sale price of the Company’s Class A common stock on the Grant Date and will vest in three equal annual installments beginning on the third anniversary of the Grant Date.

 

Restricted Stock Awards

 

The Compensation Committee approved the following restricted stock awards of the Company’s Class A common stock (the “Restricted Stock Awards”):

 

Name / Title		Number of Shares to be Awarded
W. M. “Rusty” Rush President, Chief Executive Officer and Director		15,000
W. Marvin Rush Chairman and Director		12,000
Martin A. Naegelin, Jr. Executive Vice President		6,000
Daryl J. Gorup Senior Vice President – Dealership Operations		4,290
Steven L. Keller Vice President – Chief Financial Officer and Treasurer		3,600

 

The Restricted Stock Awards will be granted under the Plan on the Grant Date.  The Restricted Stock Award will vest in three equal annual installments beginning on the first anniversary of the Grant Date.

 

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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 hereunto duly authorized.

 

	RUSH ENTERPRISES, INC.
	By:	/s/ Steven L. Keller
		Steven L. Keller
		Vice President and Chief Financial Officer
Dated: March 10, 2010

 

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