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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): September 1, 2011
Carriage Services, Inc.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction of
incorporation or organization)
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1-11961
(Commission File Number)
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76-0423828
(I.R.S. Employer
Identification Number) |
3040 Post Oak Boulevard, Suite 300
Houston, Texas 77056
(Address of principal executive offices, including zip code)
(713) 332-8400
(Registrants telephone number, including area code)
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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 5.02 |
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Departure of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain Officers. |
(c) Appointment of New Principal Executive Officer
On September 1, 2011, the Board of Directors of Carriage Services, Inc. (the Company)
appointed L. William Bill Heiligbrodt to serve as a full-time Executive Officer as the Vice
Chairman of the Board of Directors of the Company. Mr. Heiligbrodt will continue to serve as an
inside member of the Board of Directors. From February 2009 until this appointment, Mr.
Heiligbrodt was an independent director of the Company who served on the Audit Committee, the
Corporate Governance Committee, and was the Chairman of the Compensation Committee and the
Executive Committee. Mr. Heiligbrodt also served as the Companys Lead Director.
Prior to his recent appointment, Mr. Heiligbrodt was a private investor and managing partner
in a family business. From 1990 to 2003, he served in various capacities, including President and
Chief Operating Officer, at Service Corporation International, a funeral services corporation.
Mr. Heiligbrodt will be entering into an employment agreement though terms have not been
finalized at this time. The terms of any such agreement will be provided when terms are reached.
A copy of the press release announcing the appointment of Mr. Heiligbrodt as Vice Chairman of
the Board of Directors is attached to this Current Report on Form 8-K (this Current Report) as
Exhibit 99.1 and incorporated herein by reference thereto.
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Item 9.01. |
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Financial Statements and Exhibits. |
(d) Exhibits
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Exhibit Number |
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Title of Document |
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99.1 |
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Press Release, dated September 7, 2011 |
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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.
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CARRIAGE SERVICES, INC.
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September 8, 2011 |
By: |
/s/ Terry E. Sanford
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Terry E. Sanford |
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Executive Vice President and
Chief Financial Officer |
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INDEX TO EXHIBITS
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Exhibit Number |
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Title of Document |
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99.1 |
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Press Release, dated September 7, 2011 |
exv99w1
Exhibit 99.1
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FOR IMMEDIATE RELEASE
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Contacts:
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Terry Sanford, EVP & CFO
Carriage Services, Inc.
713-332-8400 |
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Investors:
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Alexandra Tramont/Matt Steinberg
FD
(212) 850-5600 |
DIRECTOR BILL HEILIGBRODT JOINS CARRIAGE SERVICES AS VICE CHAIRMAN OF THE BOARD OF DIRECTORS
HOUSTON September 7, 2011 Carriage Services, Inc. (NYSE: CSV) today announced that L.
William Bill Heiligbrodt, a current member of the Companys Board of Directors, has joined
Carriage Services as a full-time Executive Officer as the Vice Chairman of the Board of Directors.
In his new role, Mr. Heiligbrodt will be actively working with other members of executive
management and with Board members on Carriages acquisition strategy, capital markets strategy,
investor relations and operational execution.
I am delighted to announce that Bill Heiligbrodt has joined our Company full-time as Vice
Chairman of the Board of Directors and an Executive Officer, stated Mel Payne, Chief Executive
Officer. Bill joined our Board in February 2009 and was already heavily involved with me and our
executive team as Lead Director, Chairman of the Executive Committee and Chairman of the
Compensation Committee. The fact that Bill is joining Carriage 20 years after its founding in June
1991 when he provided the encouragement, coaching and funding in his role as President and COO of
Service Corporation International is personally thrilling. Bill is joining Carriage at a time of
unprecedented opportunity and growth and he brings a wealth of operational and financial knowledge
and experience to his new role. As a team we intend to produce strong shareholder returns as we
move forward.
Mr. Heiligbrodt commented, I am looking forward to returning full-time to this very special
industry in which I have been involved for over forty years as a lender, director and corporate
officer. Carriage Services is a unique player in the industry and I am especially looking forward
to being involved internally with Carriages future and its exciting growth opportunities going
forward.
As a result of this announcement, the total number of Carriage Services directors remains
unchanged at six directors, and now includes four independent directors and two inside directors.
Carriage Services is a leading provider of deathcare services and merchandise in the United
States. Carriage operates 152 funeral homes in 25 states and 33 cemeteries in 12 states.
Certain statements made herein or elsewhere by, or on behalf of, the Company that are not
historical facts are intended to be forward-looking statements within the meaning of Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. These statements are based on assumptions that the Company believes are reasonable;
however, many important factors, as discussed under Forward-Looking Statements and Cautionary
Statements in the Companys Annual Report and Form 10-K for the year ended December 31, 2010,
could cause the Companys results in the future to differ materially from the forward-looking
statements made herein and in any other documents or oral presentations made by, or on behalf of,
the Company. The Company assumes no obligation to update or publicly release any revisions to
forward-looking statements made herein or any other forward-looking statements made by, or on
behalf of, the Company. A copy of the Companys Form 10-K, and other Carriage Services information
and news releases, are available at www.carriageservices.com.