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The company said its board on March 8, 2024 appointed William M. Brown, 61, chief executive officer, succeeding Michael F. Roman effective May 1, 2024.

8-KDeparture or Appointment of Directors or Certain OfficersFiled Period of report Summary published (UTC)

Key points

AI summary
  1. The company said its board on March 8, 2024 appointed William M. Brown, 61, chief executive officer, succeeding Michael F. Roman effective May 1, 2024.

  2. The company said it appointed Michael F. Roman executive chairman of the Board of Directors effective May 1, 2024, and that he has served as chairman of the board since May 2019 and as chief executive officer since July 2018.

  3. The company said that under its offer letter with Brown, he will receive an annual base salary of $1,800,000 and a target annual incentive of $3,150,000, both prorated for 2024, and a hiring bonus of $3,000,000.

  4. The company said it granted Brown, under the Offer Letter, inducement performance shares, equal in number to $2,500,000 divided by the closing share price, on the same basis as the inducement restricted stock units, along with pro rata 2024 performance shares based on $4,333,333 and stock options.

Summary

AI-written

Analysis scope · Filing body and confirmed press-release exhibitWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

William M. Brown named CEO effective May 1, 2024

The company said its board on March 8, 2024 appointed William M. Brown, 61, chief executive officer, succeeding Michael F. Roman effective May 1, 2024.

Source · Based on the filing body and exhibits

Michael F. Roman named executive chairman of the Board

The company said it appointed Michael F. Roman executive chairman of the Board of Directors effective May 1, 2024, and that he has served as chairman of the board since May 2019 and as chief executive officer since July 2018.

Source · Based on the filing body and exhibits

Brown's cash compensation and hiring bonus terms

The company said that under its offer letter with Brown, he will receive an annual base salary of $1,800,000 and a target annual incentive of $3,150,000, both prorated for 2024, and a hiring bonus of $3,000,000.

Source · Based on the filing body and exhibits

Brown's initial long-term incentive award structure

The company said it granted Brown, under the Offer Letter, inducement performance shares, equal in number to $2,500,000 divided by the closing share price, on the same basis as the inducement restricted stock units, along with pro rata 2024 performance shares based on $4,333,333 and stock options.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.