Qorvo, Inc. (NASDAQ:QRVO) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02. Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
and Performance Criteria>
Board of Directors (the Board) of Qorvo, Inc. (the Company)
approved awards of performance-based restricted stock units
(Awards) in accordance with the Qorvo, Inc. 2012 Stock Incentive
Plan, as amended (the 2012 Plan), to each of the Company’s current
executive officers. The purpose of these Awards is to link a
portion of each executive officers equity compensation to
achievement of key Company initiatives that the Committee believes
have a strong potential to impact longer-term stockholder value
creation. The fair market value for each share of restricted stock
underlying each Award was established by the Committee in
accordance with the 2012 Plan at $66.79 per share, which was the
closing price of the Companys common stock as reported on the
NASDAQ Global Select Market on May 10, 2017. Each Award, in
addition to being subject to customary terms and conditions as set
forth in the 2012 Plan and respective Award agreement, is subject
to specified performance and service conditions and represents a
contingent right to receive an amount of the Companys common stock
at a future date.
the Companys achievement of between one to ten performance
objectives (five of which contain two or three related
sub-objectives) (the Performance Objectives) established by the
Committee that must be satisfied during the Companys current fiscal
year ending March 31, 2018 (the Performance Period). Each of the
Performance Objectives is separately weighted and expressed as a
percentage of a target number of common shares. If a Performance
Objective is met, the executive officer will be granted an Award
for a number of shares equal to the target multiplied by the
applicable percentage earned and assigned to such Performance
Objective. The executive officer may earn up to 150% of the target
number of Awards if all Performance Objectives are met. The
Performance Objectives relate to accomplishment of specific
manufacturing-related improvements, development of product
capabilities identified as strategic to our business, achievement
of certain financial metrics, and development and integration of
key IT business processes, tools and systems. The shares of
restricted stock earned by the executive officer at the end of the
Performance Period, if any, will vest over a three-year period,
with 50% vesting following completion of the Performance Period and
the remaining 50% vesting in equal annual installments over each of
the following two years. No shares are issued unless, and then only
to the extent that, an Award is both earned and vested.
executive officer will be eligible to receive shares of restricted
common stock of the Company at the conclusion of the Performance
Period up to the maximum number of shares set forth below:
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Name
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Maximum Award
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(if all ten Performance Objectives are fully achieved)
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Robert A. Bruggeworth
|
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72,765
|
|
President and Chief Executive Officer
|
|
|
|
|
|
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Mark J. Murphy
|
|
21,559
|
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Chief Financial Officer
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Steven E. Creviston
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26,950
|
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Corporate Vice President and
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President of Mobile Products
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James L. Klein
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18,865
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Corporate Vice President and
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President of Infrastructure and Defense Products
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Gina B. Harrison
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4,716
|
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Vice President and Corporate Controller
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Plan
and restatement of the Qorvo, Inc. Short-Term Incentive Plan
(formerly, the Qorvo, Inc. Cash Bonus Plan) (the Incentive Plan) to
permit the Committee to authorize the delivery of shares of the
Companys common stock, options or rights to acquire the same, or
other Company securities or obligations, in lieu of cash payments
and in full or partial satisfaction of any bonus award earned under
the Incentive Plan. Shares of Company common stock and other
Company securities delivered as payment or satisfaction of any
bonus award earned under the Incentive Plan will be issued under
the 2012 Plan or any other stockholder-approved equity incentive
plan. The foregoing description of the Incentive Plan is qualified
in all respects by reference to the Incentive Plan, a copy of which
is filed as Exhibit 10.1 to this Current Report on Form 8-K and
incorporated herein by reference.
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Exhibit No.
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Description
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10.1
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Qorvo, Inc. Short-Term Incentive Plan (As Amended and
Restated Through May 11, 2017) |
About Qorvo, Inc. (NASDAQ:QRVO)
Qorvo, Inc. is a provider of technologies and radio frequency (RF) solutions for mobile, infrastructure and defense and aerospace applications. The Company designs, develops, manufactures and markets its products to the United States and international original equipment manufacturers (OEMs) and original design manufacturers (ODMs). Its segments include Mobile Products (MP) and Infrastructure and Defense Products (IDP). The MP segment is a supplier of radio frequency (RF) solutions that perform various functions in the cellular radio front end section of smartphones and other cellular devices. The IDP segment is a supplier of RF solutions that support various global applications, including ubiquitous high-speed network connectivity to the cloud, data center communications, Internet connectivity throughout the home and workplace, and upgraded military capabilities across the globe. It operates design, sales and manufacturing facilities located throughout Asia, Europe and North America. Qorvo, Inc. (NASDAQ:QRVO) Recent Trading Information
Qorvo, Inc. (NASDAQ:QRVO) closed its last trading session up +3.30 at 74.84 with 3,182,722 shares trading hands.
