FORM 8-K Filed http://sec.gov/Archives/edgar/data

FORM 8-K Filed

http://sec.gov/Archives/edgar/data/1381105/00...12_jbi.htm

Item 5.02   Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangement of Certain Officers.

On October  18, 2012, JBI, Inc. (the “Company”) entered into an Amended and Restated Employment Agreement (each an “Amended Agreement”) in the forms attached as Exhibits 10.1, 10.2 and 10.3, respectively, with each of Kevin Rauber, the Company’s Chief Executive Officer and President, Matthew Ingham, the Company’s Chief Financial Officer, and Tony Bogolin, the Company’s Chief Operating Officer, principally in order to (i) address certain tax considerations relating to  Section 409A of the Internal Revenue Code of 1986, as amended and (ii) conform the terms of the option grant provision therein with the terms of the Company’s 2012 Long-Term Incentive Plan (the “Plan”) by providing for an option expiration date on the earlier of (a) ten (10) years from the date immediately preceding the date on which the options were granted, or (b) seven years from the applicable date of vesting.

In addition, on October 18, 2012, the Company also entered into an Incentive Stock Option Agreement (the “Grant Agreement”) in the form attached as Exhibit 10.4 with each of the officers named above to effectuate the option grants described in their respective Amended Agreement.

The Plan was previously approved by the board of directors and stockholders of the Company and its material terms are described in the Company's definitive Proxy Statement filed with the Securities and Exchange Commission on June 20, 2012, which description is incorporated herein by reference. Such description does not purport to be complete and is qualified in its entirety by reference to the actual  terms of the Plan,  which is attached as Appendix A to the Proxy Statement.

The foregoing summary descriptions of the Amended Agreements and the form of Grant Agreement are qualified in their entirety by the agreements themselves, copies of which are attached hereto as Exhibits 10.1, 10.2, 10.3 and 10.4 and are incorporated herein by reference.