AEGION CORPORATION (NASDAQ:AEGN) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
The Company filed the Original Form 8-K under Item 5.02 to report that (i)David F. Morris was appointed as Chief Financial Officer, in addition to his position as Executive Vice President, of the Company effective April17, 2018, and (ii)Kenneth L. Young will be appointed as the Interim Corporate Controller and Chief Accounting Officer, while continuing to serve as the Senior Vice President and Treasurer of the Company, to be effective May4, 2018.
The Company stated in the Original Form 8-K that the Company would provide any information called for by Item 5.02(c)(3) of Form 8-K that was not determined or was unavailable when the Original Form 8-K was filed, in an amendment to the Original Form8-K after the information is determined or becomes available, if and when required by Item 5.02 of Form 8-K. This information was finalized on April23, 2018.
In connection with Mr. Morris’ new position with the Company, the Company approved an increase in Mr. Morris’ annual base salary from $412,050 to $440,000 effective April17, 2018. In addition, Mr. Morris’ annual incentive bonus target will increase from 60% to 70% of his annual base salary (retroactive to January1, 2018), subject to the actual corporate financial performance of the Company as compared against the metrics set forth in the Company’s 2018 Management Annual Incentive Plan on the same terms as are applicable to other participants in the plan. The Company also approved a grant to Mr. Morris of restricted stock units (“RSUs”) having an aggregate nominal value of approximately $500,000 with a grant date of April23, 2018. The RSUs will cliff vest on April23, 2023 and are subject to the terms of a Five-Year Restricted Stock Unit Agreement (the “RSU Agreement”).
The foregoing description of the RSU Agreement is qualified in its entirety by reference to the RSU Agreement, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.
As a result of Mr. Young’s new positions with the Company, effective May4, 2018, Mr. Young will receive a bonus of $10,000 per month while he serves in such positions.
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Item 5.02. |
Financial Statements and Exhibits. |
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(d) |
The following exhibits are filed as part of this report: |
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Exhibit Number |
Description |
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10.1 |
Form of Five-Year Restricted Stock Unit Agreement, dated April 23, 2018, between Aegion Corporation and David F. Morris, filed herewith. |
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Aegion Corp ExhibitEX-10.1 2 form8-kaxexhibit101formofr.htm EXHIBIT 10.1 Exhibit EXHIBIT 10.1Date of Grant: April 23,…To view the full exhibit click here
About AEGION CORPORATION (NASDAQ:AEGN)
Aegion Corporation (Aegion) is engaged in providing infrastructure protection and maintenance. The Company is engaged in providing technologies and services to protect against the corrosion of industrial pipelines, and rehabilitate and strengthen water, wastewater, energy and mining piping systems and buildings, bridges, tunnels and waterfront structures. It operates through three segments: Infrastructure Solutions, Corrosion Protection and Energy Services. Its sewer rehabilitation activities are conducted through installation and other construction operations performed directly by its subsidiaries. Its corrosion protection operations perform maintenance rehabilitation and corrosion protection services for oil and gas, industrial, and mineral piping systems and structures. Its Energy Services Operations performs engineering, procurement, construction, maintenance and turnaround services.