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) January 25, 2006
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Allegheny Technologies Incorporated
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(Exact name of registrant as specified in its charter)
Delaware 1-12001 25-1792394
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
1000 Six PPG Place, Pittsburgh, Pennsylvania 15222-5479
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (412) 394-2800
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N/A
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(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:
[ ] 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 1.01 Entry into a Material Definitive Agreement
In accordance with the Company's Annual Incentive Plan for 2005, a
cash payment to each of the executive officers named below was authorized as a
result of a number of key financial and other targets established under the Plan
having been substantially exceeded. In addition, in light of the 2005
performance of those executive officers, which included their respective
contributions to the Company substantially outperforming the pre-set business
plan goals for income before taxes and cash flow in 2005, as well as their
respective roles in the implementation of operating and strategic measures
deemed critical to future growth of the Company, additional discretionary cash
payments to those officers in the following amounts were authorized:
L. Patrick Hassey, Chairman, President and Chief Executive Officer $1,282,000
Richard J. Harshman, Executive Vice President and Chief Financial Officer $ 135,000
Douglas A. Kittenbrink, Executive Vice President, ATI Business Systems
and Group President, Engineered Products Segment $ 135,000
Jack W. Shilling, Executive Vice President, Corporate Development
and Chief Technical Officer $ 135,000
Jon D. Walton, Executive Vice President, Human Resources, Chief Legal
and Compliance Officer, General Counsel, and Corporate Secretary $ 135,000
Other payments under the Annual Incentive Plan for 2005 were also approved,
including discretionary bonus payments for certain other participants in the
Plan.
Item 2.02 Results of Operations and Financial Condition
On January 25, 2006, Allegheny Technologies Incorporated issued a press release
with respect to its fourth quarter 2005 and full-year 2005 financial results. A
copy of this press release is attached as Exhibit 99.1 and is being furnished,
not filed, under Item 2.02 of this Current Report on Form 8-K.
Item 8.01 Other Events.
As previously reported, the Company's appeal of an adverse jury verdict in favor
of the San Diego Unified Port District in the amount of $22.7 million was denied
on January 5, 2006. The case concerned a lease of real property located in San
Diego, California. The Company has determined to pay the judgment together with
interest thereon. This amount had been fully reserved and no additional
accounting charge will be incurred.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
Exhibit 99.1 Press release dated January 25, 2006
SIGNATURE
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.
ALLEGHENY TECHNOLOGIES INCORPORATED
By: /s/ Jon D. Walton
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Jon D. Walton
Executive Vice President, Human Resources,
Chief Legal and Compliance Officer
Dated: January 25, 2006
EXHIBIT INDEX
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Exhibit 99.1 Press release dated January 25, 2006.