Forterra, Inc. (NASDAQ:FRTA) 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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Forterra, Inc. (NASDAQ:FRTA) 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 December 30, 2016, Forterra, Inc. (the Company) entered into a
letter agreement with Scott Leonard in respect of Mr. Leonards
service as the Companys Executive Vice President and Chief
Operating Officer beginning on or about January 3, 2017.
to the letter agreement, Mr. Leonards annual base salary will be
$350,000 and, subject to the approval of the Companys
Compensation Committee (the Committee), he will be eligible to
earn an annual cash performance bonus of up to $450,000 based on
the achievement of certain performance targets under the Companys
annual incentive program. Mr. Leonard will also receive
indemnification and tax protections provided to the Companys
similarly leveled executive officers.
The letter agreement also provides that the Companys management
will recommend to the Committee that it approve the following
equity awards to Mr. Leonard under the Companys 2016 Stock
Incentive Plan: (i) as soon as practicable following the
commencement of employment, a grant of stock options and
restricted stock with an aggregate target value of $500,000, with
the restricted stock component representing at least 40% of the
value thereof and (ii) within 90 days of employment, an
additional grant of stock options and restricted stock with an
aggregate target value of $500,000, with the vesting thereof
subject to the achievement of performance conditions to be
mutually agreed on by the parties. Subject to Committee approval,
the awards will also be subject to time-based vesting similar to
that of awards granted to the Companys similarly leveled
executive officers, including the Chief Executive Officer.
If Mr. Leonards employment is terminated without cause, as
determined by the Company in its discretion, Mr. Leonard will be
entitled to receive his base salary for a period of twelve months
following termination, with such payments contingent upon Mr.
Leonards execution of a general release in favor of the Company,
in form and substance acceptable to the Company, within thirty
days after the date of termination.
Mr. Leonards employment is conditioned upon his execution of an
agreement covering protection of confidential information,
assignment of intellectual property and other restrictive
covenants in a form acceptable to the Company, including
non-competition and non-solicitation agreements that would apply
during the term of employment and for a period of not less than
twelve months after the termination of his employment.
The foregoing summary of Mr. Leonards letter agreement is not
complete and is qualified in its entirety by reference to the
complete text of the letter agreement, a copy of which is filed
herewith as exhibit 99.1 and incorporated herein by reference.
Mr. Leonard, age 43, served as Senior Vice President, Global
Commercial Functions for Hewlett Packard Enterprise, a
multinational enterprise information technology company, from
April 2014 through November>2016. Prior to joining Hewlett
Packard, Mr. Leonard rose to the level of Deputy Executive
Director, Chief Strategy and Administrative Officer for the Texas
Department of Transportation, where he worked from April 2012 to
February 2014. From 2005 to 2012, Mr. Leonard held a number of
positions at Energy Future Holdings (previously known as TXU
Corporation), where he served as Vice President of Corporate
Planning, then as Vice President of Corporate Development, and
Senior Vice President of Performance Improvement. Early in his
career, Mr. Leonard held roles at McKinsey Co. and in the
investment banking divisions of Donaldson, Lufkin Jenrette and
Morgan Stanley. Mr. Leonard holds a Masters of Business
Administration from the Kellogg School of Management at
Northwestern University and a Bachelor of Science from The
Georgia Institute of Technology.
Mr. Leonard does not have any family relationship with any of the
Companys executive officers or directors, nor has he engaged in
any related party transaction with the Company that would require
disclosure to Item 404 (a) of Regulation S-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
99.1
Letter agreement by and between Forterra, Inc. and Scott
Leonard dated as of December 30, 2016.


About Forterra, Inc. (NASDAQ:FRTA)

Forterra, Inc. is a manufacturer of pipe and precast products. The Company offers products for a range of water-related infrastructure applications, including water transmission, distribution and drainage. The Company operates approximately 95 facilities. Its products are available in the United States and Eastern Canada.

Forterra, Inc. (NASDAQ:FRTA) Recent Trading Information

Forterra, Inc. (NASDAQ:FRTA) closed its last trading session down -0.76 at 20.45 with 221,111 shares trading hands.