PROS Holdings, Inc. (NYSE:PRO) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 6, 2017, PROS Holdings, Inc. (the “Company”) announced that Thomas F. Dziersk agreed to join the Company effective October 9, 2017 as its Executive Vice President, Worldwide Sales, a newly created position at the Company.
Prior to joining the Company, Mr. Dziersk, 54, was with Nice, Inc., a provider of software solutions specializing in telephone voice recording, data security and surveillance, where he served as President of NICE Americas from April 2014 to January 2017. Prior to Nice, Mr. Dziersk served in senior executive leadership roles with JDA Software Group, Inc. from 2006 to 2013. Mr. Dziersk holds a B.A. in Economics from the University of Michigan.
There are no family relationships between Mr.Dziersk and any director, executive officer or person nominated by the Company to become a director or executive officer, and there are no transactions between Mr.Dziersk or any of his immediate family members, on the one hand, and the Company or any of its subsidiaries, on the other, that would be required to be reported under Item404(a) of Regulation S-K.
On October 6, 2017, the Company, through its wholly owned subsidiary, PROS, Inc., entered into an offer letter (the “Offer Letter”) with Mr. Dziersk. The terms of the Offer Letter will become effective through an employment agreement to be entered into by PROS, Inc., the Company and Mr. Dziersk upon the commencement of his employment. to the Offer Letter, Mr. Dziersk will be entitled to an annual base salary of $375,000 and is eligible for an annual bonus of $375,000 upon achievement of targets specified by the Company’s Chief Executive Officer. Mr. Dziersk will also receive a one-time signing bonus of $100,000. Mr. Dziersk will also receive $1,440,000 in restricted stock units and $960,000 in market stock units based on the Company's total stockholder return in relation to the Russell 2000 Index over a three-year period. The foregoing description of the Offer Letter is qualified in its entirety by reference to the full text of the Offer Letter, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits
(d): The following exhibits are being filed herewith:
PROS Holdings, Inc. ExhibitEX-10.1 2 ex101dzierskofferletter.htm EXHIBIT 10.1 DZIERSK OFFER LETTER Exhibit EXHIBIT 10.1September 27,…To view the full exhibit click here
About PROS Holdings, Inc. (NYSE:PRO)
PROS Holdings, Inc. provides enterprise revenue and profit realization software solutions. The Company’s software solutions are designed to help business-to-business (B2B) and business-to-consumer (B2C) companies. The Company also provides professional services to implement its software applications. The Company provides its solutions to enterprises across a range of industries, including manufacturing, distribution, services and travel. In addition, the Company provides product maintenance and support to its customers to receive unspecified upgrades, maintenance releases and bug fixes during the term of the support period on a when-and-if-available basis. Its SellingPRO solutions include editions, such as SellingPRO Deal Desk, SellingPRO Smart CPQ and SellingPRO eCommerce. The Company offers revenue management solutions as integrated software solutions. It provides software-related professional services, including implementation and configuration services, consulting and training.
