UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): February 23, 2007
MEDIACOM COMMUNICATIONS CORPORATION
(Exact name of Registrant as specified in its charter)
Delaware 0-29227 06-1566067
(State of incorporation) (Commission File No.) (IRS Employer
Identification No.)
100 Crystal Run Road
Middletown, New York 10941
(Address of principal executive offices)
Registrant's telephone number: (845) 695-2600
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.
On February 23, 2007, the Compensation Committee of Mediacom Communications
Corporation (the "Registrant") approved the compensation arrangements of the
Registrant's named executive officers serving in such capacity as of December
31, 2005 (the "Named Executive Officers").
Annual Base Salary
The Compensation Committee approved for the Named Executive Officers the
following base salaries, effective January 1, 2007:
Mark E. Stephan $ 330,000
Executive Vice President
and Chief Financial Officer
John G. Pascarelli $ 320,000
Executive Vice President,
Operations
Italia Commisso Weinand $ 245,000
Senior Vice President,
Programming and Human Resources
Joseph E. Young $ 245,000
Senior Vice President,
General Counsel and Secretary
Annually, each Named Executive Officer will have the choice to use a
Registrant-owned/leased automobile or receive a $10,000 benefit allowance.
Bonus
The Compensation Committee approved for the Named Executive Officers the
following bonus payments for performance in 2006:
Mark E. Stephan $ 120,000
John G. Pascarelli $ 110,000
Italia Commisso Weinand $ 80,000
Joseph E. Young $ 80,000
Stock Option Grants
The Compensation Committee approved for the Named Executive Officers the
following stock option grants under the Registrant's 2003 Incentive Plan for
performance in 2006 at an exercise price of $8.00 per share, which was the
closing price of the Registrant's Class A common stock on February 23, 2007.
Mark E. Stephan 40,000
John G. Pascarelli 40,000
Italia Commisso Weinand 28,000
Joseph E. Young 28,000
The options are subject to vesting in four equal annual installments, commencing
on February 23, 2008, and expire on February 22, 2017.
Restricted Stock Unit Grants
The Compensation Committee approved for the Named Executive officers the
following restricted stock unit grants under the Registrant's 2003 Incentive
Plan.
Mark E. Stephan 16,000
John G. Pascarelli 16,000
Italia Commisso Weinand 12,000
Joseph E. Young 12,000
The restricted stock units are subject to vesting in four equal annual
installments, commencing on February 23, 2008.
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.
Dated: March 1, 2007
Mediacom Communications Corporation
By: /s/ Mark E. Stephan
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Mark E. Stephan
Executive Vice President and
Chief Financial Officer