EATON VANCE CORP. (NYSE:EV) 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.

On October 25, 2017 the Board of Directors and the Voting Shareholders of Eaton Vance Corp. (the “Company”) approved the Eaton Vance Corp. 2013 Omnibus Incentive Plan, as amended and restated (“2013 Omnibus Incentive Plan”), Eaton Vance Corp. 2013 Employee Stock Purchase Plan, as amended and restated (“2013 Employee Stock Purchase Plan”), and the Eaton Vance Corp. Deferred Alpha Incentive Plan, as amended and restated (“Deferred Alpha Incentive Plan”) (collectively, the “Plans”), copies of which are filed herewith as Exhibits 10.1, 10.2 and 10.3, respectively.

The 2013 Omnibus Incentive Plan provides for the grant of stock-based incentives, including stock options, restricted stock and phantom stock awards, to employees of the Company, including its officers, as well as grants to certain members of the Company’s Board of Directors who qualify as non-employee directors. The 2013 Omnibus Incentive Plan was amended and restated to: (i) increase the number shares of the Company’s non-voting common stock issuable from 18,500,000 shares to 25,500,000 shares and (ii) revise the definition of phantom stock and related provisions for phantom stock award settlement. Subject to adjustment in the event of stock splits, stock dividends or similar events, grants may be made under the 2013 Omnibus Incentive Plan for up to a total of twenty-five million five-hundred thousand shares (25,500,000) shares of the Company’s non-voting common stock.

The 2013 Employee Stock Purchase Plan provides employees, including officers of the Company and certain subsidiaries, who are ineligible to participate in the Eaton Vance Corp. 2013 Employee Stock Purchase Plan with opportunities to purchase shares of the Company’s non-voting common stock in accordance with the terms therein. The 2013 Employee Stock Purchase Plan was amended and restated to increase the number shares of the Company’s non-voting common stock issuable from 400,000 shares to 500,000 shares. Subject to adjustment in the event of stock splits or similar events, five hundred thousand (500,000) shares of the Company’s non-voting common stock in the aggregate have been approved for the purpose listed above.

The Deferred Alpha Incentive Plan provides incentive awards to eligible investment professionals of the Company and its subsidiaries and affiliates for generating above benchmark returns over a multi-year time frame and to align long-term compensation with the investment products that they manage and/or contribute to. Incentive awards made to eligible investment professionals under the Deferred Alpha Incentive Plan are tied to the performance of one or more of the Company’s investment products they manage and/or contribute to over a three-year period or such other period established by the Compensation Committee of the Board of Directors (as described in Exhibit 10.3). The plan was amended and restated to provide for adjustments to incentive awards granted under the Deferred Alpha Incentive Plan for investment products measured against a non-U.S.-based benchmark, which adjustments are applicable to grants after the effective date of the amendment as well as certain incentives awards previously granted.

The descriptions of the Plans are qualified in their entirety by the actual plan documents, which are filed as Exhibits 10.1, 10.2 and 10.3 to this Current Report on Form 8-K.

The disclosure under Item 5.02 of this Current Report on Form 8-K in connection with the approval of the Plans is incorporated into this Item 5.07 by reference. The Company’s Voting Shareholders approved the matters in Item 5.02 of this Current Report on Form 8-K by unanimous written consent on October 25, 2017.

EATON VANCE CORP Exhibit
EX-10.1 2 exhibit10_1.htm EATON VANCE CORP. Exhibit 10.1 EATON VANCE CORP. 2013 OMNIBUS INCENTIVE PLAN __________________________ (Effective as of October 23,…
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About EATON VANCE CORP. (NYSE:EV)

Eaton Vance Corp. is engaged in business of managing investment funds and providing investment management and advisory services to individuals and institutions. The Company seeks to develop and sustain management expertise across a range of investment disciplines, and offer investment products and services through various distribution channels. It operates through investment adviser to funds and separate accounts segment. The Company, through its subsidiaries, Eaton Vance Management and Atlanta Capital Management, LLC, and other affiliates, manages active equity, income and alternative strategies across a range of investment styles and asset classes, including the United States and global equities, floating-rate bank loans, municipal bonds, high-yield and investment grade bonds. Through its subsidiary, Parametric Portfolio Associates LLC, it manages a range of engineered alpha strategies, including systematic equity, systematic alternatives and managed options strategies.