ACTUANT CORPORATION (NYSE:ATU) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As previously announced, Mr. Stephen Rennie ceased leading the Industrial Segment of Actuant Corporation (the “Company”) effective September 14, 2017 and Mr. Eugene Skogg, former Executive Vice President, Human Resources, left the Company effective September 6, 2017.
The Company entered into a Group Separation Agreement and Release with Mr. Rennie on October 6, 2017 (the “Rennie Separation Agreement”). In accordance with the Rennie Separation Agreement, Mr. Rennie will receive: (i)$410,000 (which is based on his current annual base salary of $410,000) in cash in a lump sum on the Company’s first payroll date in 2018; (ii) the fiscal 2017 bonus Mr. Rennie would have earned based on the Company’s fiscal 2017 Industrial Segment results; (iii) a transition bonus of $25,000 payable in a lump sum on the Company’s first payroll date following October 27, 2017 (the “Rennie Separation Date”) with respect to the provision of transition services to be provided by Mr. Rennie; (iv) the cost of COBRA coverage in excess of Mr. Rennie’s current monthly contribution for active employees for the 12 months following the Rennie Separation Date; (v) vesting of outstanding stock options scheduled to vest within two years of the Rennie Separation Date, all other unvested stock options are forfeited; (vi) vesting of outstanding restricted stock units scheduled to vest within two years of the Rennie Separation Date, all other unvested restricted stock units are forfeited; and (vii) outplacement services in an amount not to exceed $40,000. In addition, Mr. Rennie’s outstanding stock options will be exercisable through their respective expiration dates. All performance stock units (PSUs), held by Mr. Rennie that are scheduled to vest within two years of the Rennie Separation Date will remain in force subject to the achievement of performance-objections, all other unvested PSUs are forfeited. The Rennie Separation Agreement includes a release, as well as non-compete, non-solicit, non-disparagement and confidentiality covenants.
The Company entered into a Group Separation Agreement and Release with Mr. Skogg on October 9, 2017 (the “Skogg Separation Agreement”). In accordance with the Skogg Separation Agreement, Mr. Skogg will receive: (i)$361,000 (which is based on his most recent annual base salary of $361,000) in cash in a lump sum on the Company’s first payroll date in 2018; (ii) the fiscal 2017 bonus Mr. Skogg would have earned based on fiscal 2017 Consolidated Company results; (iii) a transition bonus of $55,000 payable in a lump sum on the Company’s first payroll date following September 6, 2017 (the “Skogg Separation Date”) with respect to the provision of transition services to be provided by Mr. Skogg; (iv) the cost of COBRA coverage in excess of Mr. Skogg’s current monthly contribution for active employees for the 12 months following the Skogg Separation Date; (v) vesting of all outstanding stock options; (vi) vesting of all outstanding restricted stock units; (vii) outplacement services in an amount not to exceed $40,000; (viii) $205,000 in cash in a lump sum with respect to relocation payable on the Company’s first payroll date in 2018; and (ix) a lump sum payment equal to the unvested balance in Mr. Skogg’s 401(k) account payable on the first payroll date following Mr. Skogg’s execution of the Skogg Separation Agreement. In addition, Mr. Skogg’s outstanding stock options will be exercisable through their respective expiration dates. All PSUs held by Mr. Skogg will remain in force subject to the achievement of performance objectives. The Skogg Separation Agreement includes a release, as well as non-compete, non-solicit, non-disparagement and confidentiality covenants.
About ACTUANT CORPORATION (NYSE:ATU)
Actuant Corporation designs, manufactures and distributes a range of industrial products and systems to various end markets. The Company operates through three segments: Industrial, Energy and Engineered Solutions. The Company’s Industrial segment is primarily involved in the design, manufacture and distribution of branded hydraulic and mechanical tools to the maintenance, industrial, infrastructure and production automation markets. The Company’s Energy segment provides joint integrity products and services, customized offshore vessel mooring solutions, as well as rope and cable solutions to the global oil and gas, power generation and other energy markets. The Company’s Engineered Solutions segment provides engineered position and motion control systems to original equipment manufacturers (OEM) in various on and off-highway vehicle markets, as well as various other products to the industrial and agricultural markets.