ESCO TECHNOLOGIES INC. (ESE) Files An 8-K Results of Operations and Financial Condition

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ESCO TECHNOLOGIES INC. (ESE) Files An 8-K Results of Operations and Financial Condition

Item 2.02 Results of Operations and Financial Condition

Today, November 14, 2016, the Registrant (Company) is issuing a
press release (furnished as Exhibit 99.1 to this report)
announcing its financial and operating results for the fiscal
year ended September 30, 2016. See Item 7.01, Regulation FD
Disclosure, below.
Item 5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers
Fiscal 2017 Executive Officer Base Salaries and Cash Incentive
Compensation
On November 11, 2016, the Human Resources and Compensation
Committee (the Committee) of the Companys Board of Directors
approved the fiscal 2017 base salaries and target cash incentive
compensation opportunities for its executive officers; there was
no increase in base salaries from fiscal 2016:
Officer
Fiscal 2017
Base Salary
Fiscal 2017 Target Cash Incentive Compensation
Victor L. Richey
$824,500
$733,500
Gary E. Muenster
$550,000
$413,000
Alyson S. Barclay
$326,000
$202,000
The Company has two cash incentive compensation plans: (i) the
Incentive Compensation Plan (the ICP) and (ii) the Performance
Compensation Plan for Executive Officers (the PCP). For fiscal
2017 the Committee determined to allocate 50% of the executive
officers cash incentive compensation opportunity to the ICP, and
50% to the PCP. The Committee also approved the fiscal 2017
performance criteria for determining the percentage of such
target incentive compensation opportunity that will be actually
earned by the executive officers, depending on actual fiscal 2017
results compared to the criteria.
Under the ICP, the Committee established Company earnings per
share (EPS) as the single criterion for measuring performance,
the same as for fiscal 2016. The actual cash incentive
compensation payable under the ICP for fiscal 2017 will range
from 0.0 to 2.0 times the ICP share of the target opportunity
depending on actual 2017 EPS, based on a matrix specifying
particular EPS thresholds.
Under the PCP, the Committee established two performance
measures: Cash Flow, weighted at 50% of the total target
opportunity; and Working Capital, weighted at 50% of the total
target opportunity. The actual cash incentive compensation
payable under the PCP for fiscal 2017 will range from 0.2 to 2.0
times the PCP share of the target opportunity depending on actual
2017 performance, based on a separate matrix for each of the two
measures.
Item 7.01 Regulation FD Disclosure
Today, November 14, 2016, the Registrant is issuing a press
release (Exhibit 99.1) announcing its financial and operating
results for the fiscal year ended September 30, 2016. The
Registrant will conduct a related Webcast conference call today
at 4:00 p.m. Central Time. This press release will be posted on
the Registrants web site located at
http://www.escotechnologies.com. It can be viewed through the
Investor Relations page of the web site under the tab Press
Releases, although the Registrant reserves the right to
discontinue that availability at any time.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit No.
Exhibit
99.1
Press Release dated November 14, 2016
Other Matters
The information in this report furnished to Item 2.02 and Item
7.01, including Exhibit 99.1, shall not be deemed to be 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, unless the Registrant incorporates
it by reference into a filing under the Securities Act of 1933,
as amended, or the Exchange Act.
References to the Registrants web site address are included in
this Form 8-K and its Exhibits only as inactive textual
references, and the Registrant does not intend them to be active
links to its web site. Information contained on the Registrants
web site does not constitute part of this Form 8-K or its
Exhibits.


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