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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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): JUNE 13, 2006
THE J. M. SMUCKER COMPANY
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(Exact Name of Registrant as Specified in Charter)
Ohio 1-5111 34-0538550
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
One Strawberry Lane
Orrville, Ohio 44667-0280
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (330) 682-3000
Not Applicable
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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))
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ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On June 13, 2006, the Executive Compensation Committee (the
"Committee") of the Board of Directors (the "Board") of The J. M. Smucker
Company (the "Company") established the performance criteria to be used in
determining the number of restricted shares to be granted to executive officers
in 2007. Targeted awards for this purpose were set by the Committee based on the
achievement of specified goals relating to non-GAAP earnings per share of the
Company.
The Board also approved the terms of the deferred stock units payable
to nonemployee Directors, effective October 1, 2006. The terms of the deferred
stock units are set forth on an exhibit hereto and incorporated herein by
reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
Exhibit Exhibit
Number Description
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10.1 Terms of the Director Deferred Stock Units
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.
THE J. M. SMUCKER COMPANY
By: /s/ M. Ann Harlan
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M. Ann Harlan
Vice President, General Counsel,
and Secretary
Date: June 16, 2006
EXHIBIT INDEX
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Exhibit Exhibit
Number Description
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10.1 Terms of the Director Deferred Stock Units