TIDEWATER INC. (NYSE:TDW) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02
(e)On October15, 2017, the compensation committee (the “Committee”) of the board of directors of Tidewater Inc. (the “Company”) approved a simplified short-term incentive (“STI”) plan for the Company’s executives for the current year. The Company has previously announced that the Board approved a change in fiscal year to end December31 (instead of March 31) and this STI plan will apply to the shortened (nine-month) period in this calendar year (from April1 through December31, 2017, the “Transition Period”).
In recent years, the Company’s STI plan for executive officers, adopted to a stockholder-approved annual incentive program (most recently approved in 2013), consisted of four equally-weighted performance metrics (two financial metrics, one safety metric, and one individual performance metric). Given the change in the Company’s fiscal year and its recent emergence from Chapter 11 bankruptcy, the Committee determined that the STI plan for executives during the Transition Period would be limited to the safety metric, both as a performance metric and in overall percentage bonus opportunity for each participant. On this basis, the target bonus opportunity for each of the Company’s named executive officers for the Transition Period, pro-rated for the nine-month performance period, is as follows: Quinn P. Fanning, $56,288; Jeff P. Gorski, $54,221; Bruce D. Lundstrom, $55,048; and Joseph M. Bennett, $41,453, which, in each case, is equal to 14.25% of their respective base salary. Depending on the level of performance, payout may range between 0-150% of target, and, subject to certain exceptions, the executive must be employed with the Company on the last day of the Transition Period in order to earn a bonus under this plan.
The STI arrangements for Jeffrey M. Platt, who served as President, CEO and a director of the Company through October15, 2017, and Larry T. Rigdon, a sitting director who was appointed to serve as President and CEO on an interim basis following Mr.Platt’s resignation, were disclosed in a Form 8-K filed with the Securities and Exchange Commission on October17, 2017.
The foregoing description of certain compensation arrangements is only a summary of such arrangements, does not purport to be complete, and is qualified in its entirety by reference to the full text of the underlying documents governing such arrangements.
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About TIDEWATER INC. (NYSE:TDW)
Tidewater Inc. provides offshore service vessels and marine support services. The Company operates through four segments: Americas, Asia/Pacific, Middle East/North Africa and Sub-Saharan Africa/Europe. Its Americas segment includes the activities of the Company’s North American operations, which include operations in the United States Gulf of Mexico (GOM), and the United States and Canadian coastal waters of the Pacific and Atlantic oceans, as well as operations of offshore Mexico, Trinidad and Brazil. The Asia/Pacific segment includes its Australian and Southeast Asian and Western Pacific operations. The Middle East/North Africa segment includes its operations in the Mediterranean and Red Seas, the Black Sea, the Arabian Gulf and offshore India. The Company’s Sub-Saharan Africa/Europe segment includes operations conducted along the East and West Coasts of Africa, as well as operations in and around the Caspian Sea, the North Sea, and certain other arctic/cold water markets.