Philip Morris International Inc. (NYSE:PM) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 9.01.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e) Equity Awards. Named executive officers of Philip Morris International Inc. (the “Company”) receive 40% of their targeted equity award in the form of restricted stock units, or RSUs, and 60% in the form of performance share units, or PSUs. Accordingly, on February 7, 2019, the Compensation and Leadership Development Committee of the Board of Directors of the Company (the “Committee”) approved the grants of RSUs and PSUs under the Philip Morris International Inc. 2017 Performance Incentive Plan to the Company’s named executive officers in the amounts indicated below:
|
Name |
RSUs |
PSUs |
|
André Calantzopoulos |
49,310 |
73,960 |
|
Marc Firestone |
15,240 |
22,850 |
|
Martin G. King |
6,890 |
10,330 |
|
Jacek Olczak |
15,960 |
23,940 |
|
Miroslaw Zielinski |
11,430 |
17,140 |
The foregoing awards of RSUs are due to vest on February 16, 2022. The form of the RSU agreement is attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.
The foregoing awards of PSUs are due to vest on February 16, 2022 at the end of a three-year (2019-2021) performance cycle only to the extent performance goals pre-established and pre-weighted by the Committee are achieved. The form of the PSU agreement is attached as Exhibit 10.2 to this Current Report on Form 8-K and is incorporated by reference herein.
Annual Incentive Compensation Awards. On February 7, 2019, the Committee approved annual incentive compensation awards for 2018, payable in cash, to the Company’s named executive officers, in the amounts indicated below:
|
Name |
Annual Incentive Award |
|
|
CHF |
US$ |
(a) |
|
André Calantzopoulos |
2,299,850 |
2,295,549.28 |
|
Marc Firestone |
1,071,010 |
1,069,007.21 |
|
Martin G. King |
574,600 |
573,525.50 |
|
Jacek Olczak |
1,020,010 |
1,018,102.58 |
|
Miroslaw Zielinski |
803,260 |
801,757.90 |
|
(a) |
Annual incentive compensation awards are converted to U.S. dollars using the average conversion rate on February 7, 2019 of CHF1.00 = $0.99813. |
The annual incentive compensation awards were set based on a pre-established matrix formula employing six performance measures.
Base Salaries. The Committee made no changes to the base salaries of the named executive officers from the previously disclosed levels, except that Mr Olczak’s base salary was increased from CHF 1,020,006 (approximately $1,018,098.59) to CHF 1,200,000 (approximately $1,197,756) effective April 1, 2019.
The Company will provide additional information regarding the compensation of its named executive officers in the Company’s proxy statement for the Company’s Annual Meeting of Shareholders, which will be issued in March 2019.
|
Item 9.01. |
Financial Statements and Exhibits. |
1 Using the average conversion rate on February 7, 2019 of CHF1.00 = $0.99813.
Philip Morris International Inc. Exhibit
EX-10.1 2 rsuagreement2019.htm EXHIBIT 10.1 Exhibit EXHIBIT 10.1PHILIP MORRIS INTERNATIONAL INC.2017 PERFORMANCE INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENTFOR PHILIP MORRIS INTERNATIONAL INC. COMMON STOCK (February 7,…
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About Philip Morris International Inc. (NYSE:PM)
Philip Morris International Inc. is a holding company engaged in the manufacture and sale of cigarettes, other tobacco products and other nicotine-containing products in markets outside of the United States. The Company’s products are sold in over 180 markets. Its segments include European Union; Eastern Europe, Middle East & Africa; Asia, and Latin America & Canada. The Company’s premium price brands include Marlboro, Merit, Parliament and Virginia Slims; mid-price brands include L&M and Philip Morris, and other international brands include Bond Street, Chesterfield, Lark, Muratti, Next and Red & White. Its local cigarette brands consist of Dji Sam Soe, Sampoerna and U Mild in Indonesia; Champion, Fortune and Hope in the Philippines; Apollo-Soyuzand Optima in Russia; Morven Gold in Pakistan; Boston in Colombia, Belmont, Canadian Classics and Number 7 in Canada; Best in Serbia; f6 in Germany; Delicados in Mexico; Assos in Greece, and Petra in the Czech Republic and Slovakia.