Pentair plc (NYSE:PNR) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
ITEM5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(b) Dennis J. Cassidy, Jr. (the Executive) resigned his position
as an officer of Pentairplc (the Company) on June2, 2017.
(e) Effective on May2, 2017, Pentair Management Company (PMC), a
wholly-owned subsidiary of the Company, and the Executive,
entered into a Confidential Separation Agreement (the Agreement)
to which the Executives employment with the Company ceased on
May1, 2017 (the Separation Date). to the Agreement, PMC agreed to
make separation payments to the Executive of (i)$485,000 within
20 days following the Executives execution of the release of
claims described below and (ii)provided that the Executive is in
compliance with the obligations, including the non-solicitation
and non-competition covenants described below, at all times
through February1, 2018, $1,164,000 on or before February1, 2018.
The Agreement also provides that PMC will make an additional
payment of $31,036, which the Executive may use toward the cost
of future health insurance premiums or for other purposes, at the
same time the first separation payment is made. The Executive
will receive a prorated cash bonus for 2017 which will be payable
in March 2018 to the Pentair Management Incentive Plan. Under the
Agreement, PMC will pay for outplacement services up to a Company
determined maximum, provided that in lieu of outplacement
services, the Executive may elect to receive a payment of
$45,000. In addition, PMC agrees to treat the Executives unearned
restricted stock units, performance units and stock options in
accordance with the existing equity plans of the Company under
which they were granted.
In exchange for the benefits above, the Executive agreed to
release PMC and all of its affiliated entities and persons from
all claims arising out of the Executives employment or separation
of employment with PMC. The Executive also agrees for a 24-month
period after the Separation Date that the Executive will not
(i)become employed by, consult with, obtain an ownership interest
in, render services to, or have any competitive involvement with,
any entity or person that competes with the business of the
Company and its affiliates, (ii)solicit or accept competitive
business from any customer of the Company and its affiliates or
(iii)solicit any employee of the Company and its affiliates.
The foregoing description of the Agreement is qualified in its
entirety by reference to the full copy of the Agreement, a copy
of which is filed as Exhibit 10.1 to this Current Report on Form
8-K and is incorporated by reference herein.
| ITEM9.01 | Financial Statements and Exhibits. |
a) Not applicable.
b) Not applicable.
c) Not applicable.
d) Exhibits. The following exhibit is being filed
herewith:
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Exhibit |
Description |
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| 10.1 |
Confidential Separation Agreement, dated as of May 2, 2017, between Pentair Management Company and Dennis J. Cassidy, Jr. |