American Superconductor Corporation (NASDAQ:AMSC) 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.
| • | an award of 16,667 restricted stock units under the 2007 Stock Incentive Plan, which will vest in full on July8, 2017 if Mr.Henry has not revoked the New Henry Agreement (which is equal to the number of shares of time-based restricted stock awards that Mr.Henry forfeited to the Company on the Termination Date). Each restricted stock unit represents the right to receive one share of the Company’s common stock; |
| • | payment by the Company of up to $5,000 in connection with either Mr.Henry’s use of outplacement services and/or to pay reasonable fees incurred by Mr.Henry for his professional affiliations, memberships and/or certifications; and |
| • | continued coverage under the Company’s group health plan at the then-applicable employee rate for up to 18 months following termination (or, in certain cases, the cash equivalent thereof). |
In addition, the Company has agreed to retain Mr. Henry as a consultant from the Termination Date through the date that is nine (9) months after the Termination Date, unless the Company elects to terminate this consulting period earlier for any reason. The Company has agreed to pay Mr. Henry one hundred fifty dollars ($150.00) per hour of consulting services performed.
In turn, to the extent he does not revoke the New Henry Agreement, Mr.Henry has also agreed to release all claims against the Company and to comply with certain restrictive covenants regarding non-competition, non-solicitation and non-disparagement for the period beginning on the Termination Date through December31, 2018 (except that the non-disparagement obligations do not expire).
If Mr.Henry revokes the New Henry Agreement prior to July8, 2017, then the Company expects to pay the severance payable to him under the Previous Henry Agreement, subject to his execution and non-revocation of the required legal release and the other terms and conditions of the Previous Henry Agreement.
The foregoing description of the New Henry Agreement is qualified in its entirety by reference to such document, which is filed herewith as Exhibit 10.1 and is incorporated herein by reference.
Item 5.02. Financial Statements and Exhibits.
(d) Exhibits.
10.1. Severance and Consulting Services Agreement dated as of June30, 2017 by and between the Company and David A. Henry.
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AMERICAN SUPERCONDUCTOR CORP /DE/ ExhibitEX-10.1 2 d420189dex101.htm EX-10.1 EX-10.1 Exhibit 10.1 SEVERANCE AND CONSULTING SERVICES AGREEMENT This Severance and Consulting Services Agreement (the “Agreement”) is made as of this 30th day of June,…To view the full exhibit click here
About American Superconductor Corporation (NASDAQ:AMSC)
American Superconductor Corporation (AMSC) is a provider of megawatt-scale solutions. The Company operates through two segments: Wind and Grid. Through the Company’s Windtec Solutions brand, the Wind business segment enables manufacturers to field wind turbines. Through the Company’s Gridtec Solutions, the Grid business segment enables electric utilities and renewable energy project developers to connect, transmit and distribute power. AMSC supplies power electronics and control systems, licenses its engineered wind turbine designs and provides customer support services to wind turbine manufacturers. The Company provides a range of power electronics and software-based control systems. AMSC provides transmission planning services that enable it to identify power grid congestion and other risks. The Company also sells grid interconnection solutions for wind farms and solar power plants, power quality systems, and transmission and distribution cable systems.
