(c)On October 25, 2017, Federal Signal Corporation (the “Company”) announced the promotion of Ian A. Hudson, 41, as the Company’s Senior Vice President and Chief Financial Officer, effective October 24, 2017. Mr. Hudson, who has served as the Company’s Interim Chief Financial Officer since March 21, 2017, will continue to serve as the Company’s Principal Financial Officer. Since joining the Company in August 2013, Mr. Hudson has served as Vice President and Corporate Controller and the Company’s Principal Accounting Officer and will continue to serve in these capacities. Prior to joining the Company, Mr. Hudson served as Director of Accounting – Latin America and Asia Pacific at Groupon, Inc. from June 2012 to August 2013. Prior to that role, Mr. Hudson worked at Ernst & Young, LLP from 1998 to 2012, most recently as Senior Audit Manager.

(e)The material economic terms of Mr. Hudson’s compensation as Senior Vice President and Chief Financial Officer are summarized below:

Annual Base Salary: Mr. Hudson will receive an annual base salary of $320,000.

Short-Term Incentive Bonus: Consistent with the terms in place since his promotion to Interim Chief Financial Officer, Mr. Hudson will be eligible for an annual cash incentive bonus equal to 60% of his annual base salary at target and capped at 120% of his annual base salary, calculated and paid according to the Company’s short-term incentive bonus plan, prorated for 2017 based on the effective date of his promotion.

Long-Term Executive Incentive Compensation: In connection with his promotion, the Company’s Compensation and Benefits Committee (the “CBC”) awarded Mr. Hudson a grant of restricted stock, valued at $75,000. The shares of restricted stock will vest in full on October 24, 2020, subject to continued employment. In addition, subject to the approval of the CBC, Mr. Hudson will be eligible to receive an annual long-term equity incentive compensation award in 2018 with a target value to be determined by the CBC.

Other Benefits: In connection with his promotion to Senior Vice President and Chief Financial Officer, Mr. Hudson will be

eligible for Tier I severance benefits, subject to the terms and conditions of the Executive General Severance Plan, as amended and restated August 2012, incorporated by reference to Exhibit 10.1 to the Company’s Form 10-Q for the quarter ended June 30, 2012, filed on August 3, 2012. Mr, Hudson will also be eligible for Tier 1 Change-in-Control benefits under the terms of the applicable agreement.

All other economic terms of Mr. Hudson’s employment will remain as in effect prior to his promotion.

A copy of the Company’s press release announcing these matters is attached hereto as Exhibit 99.1 and the information contained therein is incorporated herein by reference.

FEDERAL SIGNAL CORP /DE/ Exhibit
EX-99.1 2 ex99120171025fsspromotes.htm PRESS RELEASE ex99120171025fsspromotes     FEDERAL SIGNAL PROMOTES IAN A. HUDSON TO SENIOR VICE PRESIDENT AND  CHIEF FINANCIAL OFFICER  Oak Brook,…
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About Federal Signal Corporation (NYSE:FSS)

Federal Signal Corporation designs and manufactures products and integrated solutions for municipal governmental industrial and commercial customers. The Company operates through two segments: Environmental Solutions Group, and Safety and Security Systems Group. Environmental Solutions Group is manufacturer and supplier of a range of street sweeper vehicles, sewer cleaner and vacuum loader trucks, hydro-excavation trucks and waterblasting equipment. Its products are sold to both municipal and industrial customers under the Elgin, Vactor, Guzzler and Jetstream brand names. Safety and Security Systems Group is a manufacturer and supplier of systems and products that law enforcement, fire rescue, emergency medical services, campuses military facilities and industrial sites use to protect people and property. Its portfolio of products includes sewer cleaners, vacuum trucks, street sweepers, safety and security systems, including products and solutions for the public safety market.