CISCO SYSTEMS, INC. (NASDAQ:CSCO) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02.
On April12, 2018, Cisco Systems, Inc. (“Cisco”) appointed Mark Garrett, former Executive Vice President and Chief Financial Officer of Adobe Systems Incorporated, to its Board of Directors (the “Board”). Mr.Garrett is also expected to be appointed to serve as a member of the Audit Committee of the Board.
In connection with his service as a director, Mr.Garrett will receive Cisco’s standard non-employee director cash and equity compensation. Mr.Garrett will receive a pro rata portion of the $75,000 annual retainer for his service through the remaining portion of the year ending at Cisco’s 2018 annual meeting of shareholders. If appointed to serve on any committees of the Board, he also would receive fees of $2,000 per committee meeting attended. Upon his appointment, to the Board’s equity grant policy for non-employee directors, Mr.Garrett automatically received a fully vested initial non-employee director equity award under the 2005 Stock Incentive Plan covering 3,307 shares with a grant date fair value equal to a pro rata portion of $215,000 based on the portion of the year of his board service. Non-employee directors may elect to defer receipt of the equity award such that the award would be settled in shares after the non-employee director leaves the Board.
In connection with his appointment, Mr.Garrett entered into Cisco’s standard form of director Indemnification Agreement with Cisco. to this agreement, subject to the exceptions and limitations provided therein, Cisco has agreed to hold harmless and indemnify Mr.Garrett to the fullest extent authorized by Cisco’s articles of incorporation and California law, and against any and all expenses, judgments, fines and settlement amounts actually and reasonably incurred by him in connection with any threatened, pending or completed action, suit or proceeding arising out of his services as director. The foregoing description is qualified in its entirety by the full text of the form of Indemnification Agreement, which was filed as Exhibit 10.8 to Cisco’s Form 10-K filed on September20, 2004 and is incorporated by reference herein.
About CISCO SYSTEMS, INC. (NASDAQ:CSCO)
Cisco Systems, Inc. designs and sells a range of products, provides services and delivers integrated solutions to develop and connect networks around the world. The Company operates through three geographic segments: Americas; Europe, the Middle East and Africa (EMEA), and Asia Pacific, Japan and China (APJC). The Company groups its products and technologies into various categories, such as Switching; Next-Generation Network (NGN) Routing; Collaboration; Data Center; Wireless; Service Provider Video; Security, and Other Products. In addition to its product offerings, the Company provides a range of service offerings, including technical support services and advanced services. The Company delivers its technology and services to its customers as solutions for their priorities, including cloud, video, mobility, security, collaboration and analytics. The Company serves customers, including businesses of all sizes, public institutions, governments and service providers.