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Attachment 1
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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) April 6,
2009
CENTRAL
VERMONT PUBLIC SERVICE CORPORATION
(Exact
name of registrant as specified in its
charter)
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Vermont
(State
or other jurisdiction
of
incorporation)
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1-8222
(Commission
File
Number)
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03-0111290
(IRS
Employer
Identification
No.)
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77
Grove Street, Rutland,
Vermont 05701
(Address
of principal executive
offices) (Zip
Code)
Registrant’s
telephone number, including area code (800)
649-2877
N/A
(Former
name or former address, if changed since last
report)
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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))
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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.
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At
a meeting of the Central Vermont Public Service Corporation (the
"Company") Board of Directors held on April 6, 2009, the Company's Board
of Directors approved the Company's 2009 Management Incentive Plan ("MIP")
structure, specific performance measures and targets for executive
officers. The structure and targets include measures in the
following "Balanced Scorecard" categories: Customer, Financial and
People. The goal of the measures is to focus management on
striving for high customer service at the lowest cost by motivating and
developing employees and ensuring their safety, in order to provide the
best return for its shareholders. The MIP weightings remain the
same as in 2008 at 80% for the Company measures and 20% based on
individual performance which is at the discretion of the
Board. The level of targeted payouts as a percentage of base
salary also remained the same as 2008 (Chief Executive Officer 50% of
salary, Senior Vice President 30% and Vice President
25%). Depending on performance the payout potential is 0 - 2
times target. As in 2008, if the average results of the
financial measures do not meet a hurdle of 50% of target, then the overall
payout can not be above target. In addition for the customer
measures, if the average results for the Company's Service Quality and
Reliability Plan standards do not meet a hurdle of 50% of target then the
overall payout can not be above target.
A
copy of the 2009 Management Incentive Plan is attached hereto as Exhibit A
10.17.
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Item
9.01.
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Financial
Statements and Exhibits.
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(d)
Exhibits.
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Exhibit
Number
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Description
of Exhibit
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A
10.17
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Management
Incentive Plan, Effective as of January 1,
2009.
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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.
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CENTRAL
VERMONT PUBLIC SERVICE CORPORATION
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By
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/s/ Joan
F.
Gamble
Joan
F. Gamble
Vice
President, Strategic Change and Business
Services
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April 7,
2009