| ROCHESTER
HILLS, Mich.--Alternative energy developer Energy Conversion Devices Inc.
said Wednesday its board approved a new stock-incentive plan and agreed
to boost its authorized shares to 100 million from 50 million, in an effort
to improve its corporate goveranance structure.
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The plan would allow the company
to grant stock options and restricted stock to employees, consultants and
others, according to a filing with the Securities and Exchange Commission.
"The new stock incentive plan will
strengthen our pay-for-performance compensation strategies, and we, therefore,
intend to use the new plan in place of -- not in addition to -- existing
plan," Chairman and Chief Executive Robert C. Stempel said in a statement.
The board also eliminated its "Class
A" and "Class B" common stock structure, and increased the number of independent
directors from four to six through the appointments of Pasquale Pistorio
and George A. Schreiber, Jr., bringing the total number of directors to
eight.
Energy Conversion Devices said the
board believes it needs to increase the authorized number of shares for
flexibility to conduct its business and plan for future events, such as
possible stock splits, stock dividends and other transactions.
Both initiatives are subject to shareholder
approval.
Energy Conversion Devices closed
down 9 cents at $33.70 on the Nasdaq, and fell $1.25, or 3.7 percent, to
$32.45 in aftermarket trading.

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