American Superconductor Corporation (NASDAQ:AMSC) Files An 8-K Results of Operations and Financial Condition

American Superconductor Corporation (NASDAQ:AMSC) Files An 8-K Results of Operations and Financial Condition
Item 2.02. Results of Operations and Financial Condition. 

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On June 5, 2019, American Superconductor Corporation (the “Company”) announced its financial results for the fourth quarter and full fiscal year ended March 31, 2019 of the Company's fiscal year 2018. The full text of the press release issued in connection with the announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Item 2.02 of this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 5.02             Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e) Special One-Time Bonus for Daniel P. McGahn. On June 1, 2019, the Compensation Committee of the Board of Directors of the Company (the “Committee”) and the Board of Directors of the Company approved a special one-time bonus of $1,000,000 for Daniel P. McGahn, Chairman, President and Chief Financial Officer, for exemplary performance in connection with the settlement of all outstanding litigation and arbitration matters with Sinovel Wind Group Co. Ltd.  This special one-time bonus, which is outside the Company’s fiscal 2018 executive incentive plan, will be paid to Mr. McGahn in the Company’s next regularly scheduled payroll.

(e) Base Salary Increase for John W. Kosiba, Jr. On June 1, 2019, the Committee approved an adjustment to the base salary for John W. Kosiba, Jr., Senior Vice President and Chief Financial Officer, from $250,000 to $300,000.  The salary increase for Mr. Kosiba, which is effective as of April 1, 2019, was based on a review of his performance during the Company’s fiscal year ended March 31, 2019 relative to both his and the Company’s goals and competitive salary data provided by the Committee’s independent outside compensation consultant, Aon Consulting, Inc., through its Radford subdivision.

(e) Fiscal 2019 Executive Incentive Plan. On June 1, 2019, the Committee and the Board of Directors of the Company approved an executive incentive plan for the Company’s fiscal year ending March 31, 2020 (“fiscal 2019”). Participants in the plan include the Company’s chief executive officer, all other current executive officers and James F. Maguire, a former executive officer who was a named executive officer in our Definitive Proxy Statement on Schedule 14A, filed with the Securities and Exchange Commission (“SEC”) on June 15, 2018. to the plan, each participant is designated a target cash incentive amount, expressed as a percentage of the participant’s base salary. The Committee is responsible for determining the payout under the plan to each participant except the chief executive officer. The Board of Directors of the Company determines the payout under the plan for the chief executive officer, taking into account the recommendation of the Committee.

The amount of the incentive award actually paid to each participant may be less than or greater than the participant’s target cash incentive, with the amount capped at 200% of the target incentive. For each participant, individual incentive awards will be determined following the end of fiscal 2019 based on the following factors and their corresponding weightings:

The following table sets forth the target cash incentive for fiscal 2019 for each current executive officer and Mr. Maguire:

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits:

 
 

AMERICAN SUPERCONDUCTOR CORP /DE/ Exhibit
EX-10.1 2 ex_146603.htm EXHIBIT 10.1 ex_146603.htm Exhibit 10.1     Fiscal 2019 Executive Incentive Plan. On June 1,…
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.

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