Avon Products, Inc. (NYSE:AVP) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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Avon Products, Inc. (NYSE:AVP) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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

(b) (c) On June 20, 2017, Avon Products, Inc. (“Avon” or the
Company) announced that Jonathan Myers will join the Company as
Executive Vice President and Chief Operating Officer. Mr. Myers
will assume leadership of Avons Brand Marketing and Product
Research Development, Digital, Information Technology and Global
Supply Chain and will be responsible for overseeing the
Representative experience. He will report directly to Sheri
McCoy, Avons Chief Executive Officer, and will be based at the
Companys headquarters in London. Mr. Myers is expected to join
the Company beginning September 1, 2017 (the Commencement Date).
This completes the series of planned executive leadership changes
that have been taking place in recent months, as Sheri McCoy
ensures she has the leadership team in place to accelerate the
next chapter of the transformation journey to sustainable
profitable growth.
Mr. Myers, age 48, most recently served as Kellogg Companys Vice
President, Western European Markets, and Managing Director UK and
Ireland from January 2012 to July 2016. Prior to Kellogg, he had
a 20-year career at Procter Gamble, serving in various leadership
roles, including General Manager, Oral Care and Feminine Care,
China.
Upon the Commencement Date, James S. Scully will no longer serve
as Chief Operating Officer of the Company and will be leaving the
Company on October 1, 2017, following his previously announced
decision not to relocate to London. Fernando J. Acosta, the
Companys Executive Vice President and Chief Marketing and Social
Selling Officer, has also decided not to relocate to London and
will therefore be leaving the Company on November 1, 2017.
Mr. Myers entered into an employment offer letter and contract of
employment agreement with Avon Cosmetics Limited, a wholly-owned
subsidiary of the Company registered in the United Kingdom, on
June 20, 2017, which provides for the following key compensation
and benefits:
an annual base salary of 470,000;
an annual cash incentive opportunity with a target award
equal to 80% of earned eligible base salary, subject to
achievement of performance goals;
participation in the long-term incentive program for
similarly situated executives with an expected annual target
award equal to 180% of eligible base salary, subject to
achievement of performance goals; and
participation in the UK medical, insurance and pension
schemes and certain other perquisite and benefit programs on
the same basis as similarly situated senior executives.
In addition, in the event of involuntary termination of Mr. Myers
employment without cause, he is entitled to receive a severance
benefit of twenty-four months of base salary on the basis that he
will enter into a settlement agreement which shall include, for
example, a general release of claims, non-competition and
non-solicitation provisions and other covenants.
Mr. Myers is covered by the Companys Amended and Restated Change
in Control Policy so that if his employment is terminated either
involuntarily without cause or for good reason, within two years
after a change in control, Mr. Myers would be entitled to receive
two times salary and annual bonus. Mr. Myers will be subject to
the Companys stock ownership guidelines, which provides for him
to have an ownership target in Company stock equal to three times
base salary and he will be expected to hold 50% of net shares
acquired upon vesting of equity awards until this target has been
satisfied. Mr. Myers will also be subject to the Companys Amended
and Restated Compensation Recoupment Policy.
Forward Looking Statements
This report contains forward-looking statements that are made to
the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995, including statements regarding the Company’s
planned executive changes and its transformation journey to
sustainable profitable growth. Because forward-looking statements
inherently involve risks and uncertainties, actual future results
may differ materially from those expressed or implied by such
forward-looking statements. These risks and uncertainties
include, but are not limited to, the possibility of business
disruption, competitive uncertainties, and general economic and
business conditions in Avons markets as well as the other risks
detailed in Avons filings with the Securities and Exchange
Commission. Avon undertakes no obligation to update any
statements in this report for changes that happen after the date
of this report.


About Avon Products, Inc. (NYSE:AVP)

Avon Products, Inc. is a manufacturer and marketer of beauty and related products. The Company’s product categories are Beauty, and Fashion and Home. Beauty consists of skincare (which includes personal care), fragrance and color (cosmetics). Fashion and Home consists of fashion jewelry, watches, apparel, footwear, accessories, gift and decorative products, housewares, entertainment and leisure products, children’s products and nutritional products. The Company’s segments are based on geographic operations and include commercial business units in Latin America; Europe, Middle East and Africa, and Asia Pacific. The Company’s business is conducted primarily in one channel, direct selling. The Company’s products include Anew Clinical Overnight Hydration Mask, Anew Power Serum, Ultra Color Indulgence Lip Color, SuperExtend Winged Out Mascara, Big & False Lash Volume Mascara, Outspoken Party! by Fergie Fragrance and Avon Attraction for Him and for Her Fragrances.