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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 and Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): May 22, 2006
VCA ANTECH, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 001-16783 95-4097995
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
12401 West Olympic Boulevard
Los Angeles, California 90064-1022
(Address of Principal Executive Offices, Zip Code)
(310) 571-6500
(Registrant's 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:
[] 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 8.01 OTHER EVENTS.
On May 22, 2006, VCA Antech, Inc. amended its 2006 Equity Incentive Plan to
delete certain provisions, as more specifically described below. The 2006 Equity
Incentive Plan was unanimously approved by our Board of Directors on March 7,
2006, and submitted to our stockholders as part of our definitive proxy
statement filed with the Securities and Exchange Commission on April 27, 2006,
for their approval at our annual meeting to be held on June 5, 2006.
We amended our 2006 Equity Incentive Plan as follows:
Section 3.3(j) of the 2006 Equity Incentive Plan was amended to delete the
following provision:
"(provided, however, a cancellation of an Award where the Participant
receives a payment equal in value to the Fair Market Value of the vested
Award or, in the case of vested Options, the difference between the Fair
Market Value of the Common Stock subject to an Option and the exercise
price, shall not constitute an impairment of the Participant's rights that
requires consent)"
Section 13.4 of the 2006 Equity Incentive Plan was amended to delete
the following sentence:
"However, a cancellation of an Award where the Participant receives a
payment equal in value to the Fair Market Value of the vested Award or, in
the case of vested Options, the difference between the Fair Market Value
and the exercise price, shall not be an impairment of the Participant's
rights that requires consent of the Participant."
Section 13.5 of the 2006 Equity Incentive Plan was amended to delete the
following sentence:
"For the avoidance of doubt, the cancellation of a vested Award where the
Participant receives a payment equal in value to the Fair Market Value of
the vested Award or, in the case of vested Options, the difference between
the Fair Market Value of the Common Stock underlying the Option and the
aggregate exercise price, shall not be an impairment of the Participant's
rights that requires consent of the Participant."
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, Registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
May 22, 2006 VCA ANTECH, INC.
By: /s/ Tomas W. Fuller
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Name: Tomas W. Fuller
Title: Chief Financial Officer