NEOPHOTONICS CORPORATION (NYSE:NPTN) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS
On December14, 2017, NeoPhotonics Corporation (the “Company”) and Benjamin L. Sitler, mutually agreed that Mr.Sitler would resign from his role as Senior Vice President of Global Sales of the Company, effective as of February28, 2018 in order to pursue other opportunities. Mr.Sitler’s transition is not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices. Mr.Sitler is expected continue to serve in his position through February28, 2018.
In connection with his transition, Mr.Sitler entered into a separation agreement with the Company on December20, 2017. Under the separation agreement, Mr.Sitler will continue his current compensation arrangements and benefit plan eligibility with the Company through February28, 2018. Subject to Mr.Sitler’s execution of a general release of claims, the Company will provide Mr.Sitler the severance benefits specified in his retention agreement dated August5, 2016, which include (a)a single lump-sum amount equal to his current annual base salary of $290,000, (b)a cash payment in the amount of $72,000, which Mr.Sitler may, but is not required to use towards continued health coverage, and (c)accelerated vesting of Mr.Sitler’s outstanding equity awards that provide for time-based vesting as though the awards continued to vest for a period of eighteen (18) months following the date of termination of his employment with the Company.
The foregoing description of Mr.Sitler’s separation agreement is qualified in its entirety by reference to the full text of the separation agreement, which will be filed as an exhibit to the Company’s Annual Report on Form10-K for the fiscal ended December31, 2017.