Q2 HOLDINGS, INC. (NYSE:QTWO) 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.
(e)
On December 6, 2018, the Compensation Committee (the "Committee") of the Board of Directors of Q2 Holdings, Inc. (the "Company") approved base salaries and target bonus payments for the Company's named executive officers to be effective for the fiscal year ending December 31, 2019. The 2019 base salaries and target bonus payments as a percentage of the base salary for each of the Company's named executive officers established by the Committee are set forth in the following table:
|
Named Executive Officer |
2019 Base Salary(1) |
Target Bonus as % of Base Salary(2) |
|
|
Matthew P. Flake Chief Executive Officer |
$ |
520,000 |
50% |
|
Jennifer N. Harris Chief Financial Officer |
368,400 |
75% |
|
|
Adam D. Blue Executive Vice President and Chief Technology Officer |
300,000 |
52% |
|
|
William M. Furrer Chief Strategy Officer |
290,000 |
50% |
|
|
Christine A. Petersen Chief Revenue Officer |
325,000 |
50% |
(1) Base salary amounts reflect no change from 2018 base salary for Ms. Petersen and Messrs. Flake, Blue and Furrer.
(2) Target bonus payment percentages reflect no change from 2018 target bonus for Ms. Petersen and Messrs. Flake and Blue.
On December 6, 2018, the Committee also approved the 2019 Bonus Plan (the "2019 Bonus Plan") to be effective for the fiscal year ending December 31, 2019 for certain of the Company's executive officers, including Ms. Harris and Messrs. Flake, Blue and Furrer. The 2019 Bonus Plan provides for the payment of cash bonuses based upon achievement of established performance measures and payout formulas determined by the Committee. To the extent earned, bonuses under the 2019 Bonus Plan for Ms. Harris and Messrs. Flake, Blue and Furrer will be paid in a single annual payout following completion of the 2019 fiscal year.
The 2019 Bonus Plan provides for the bonus amounts to be determined based on the following metrics:
|
Weighting of Performance Measure as % of Potential Bonus Payment |
||
|
Bookings |
Adjusted EBITDA as a Percentage of Revenue |
|
|
Mr. Flake |
50% |
50% |
|
Ms. Harris |
50% |
50% |
|
Mr. Blue |
50% |
50% |
|
Mr. Furrer |
50% |
50% |
The bookings performance measure consists of monthly recurring bookings revenue based on committed or contracted levels in our customer agreements, with an exclusion for one-time services. The adjusted EBITDA as a percentage of revenue performance measure ("EBITDA performance measure") consists of the ratio determined by dividing the Company's adjusted EBITDA by the Company's revenue calculated in accordance with generally accepted accounting principles. To determine adjusted EBITDA, the Company adjusts net loss for such things as interest, taxes, depreciation and amortization, stock-based compensation, acquisition-related costs, amortization of technology and intangibles, and unoccupied lease charges. The 2019 Bonus Plan provides that the bookings and EBITDA performance measures are to be measured against bookings and adjusted EBITDA performance measure targets based on the 2019 annual budget approved by the Company's board of directors.
Potential payouts under the 2019 Bonus Plan with respect to the bookings and EBITDA performance measures are to be based on performance within a range of each performance measure's target. No incentive payment may be earned for performance below the target minimum and the maximum bonus may be earned for performance at or above the target maximum. The range and target for each performance measure are set forth in the following table:
|
Achievement Level |
Percentage of Bookings Performance Measure Attained |
Percentage of EBITDA Performance Measure Attained |
Corresponding Weighted Potential Payout Percentage Per Performance Measure |
|
Minimum |
75% |
90% |
50% |
|
At target |
50% |
50% |
50% |
|
Maximum |
120% |
120% |
150% |
About Q2 HOLDINGS, INC. (NYSE:QTWO)
Q2 Holdings, Inc. is a provider of secure, cloud-based virtual banking solutions. The Company enables regional and community financial institutions (RCFIs) to deliver a range of virtual banking services. The Company delivers virtual banking solutions across online, mobile, voice and tablet channels. The Company’s solutions are the point of interaction between its RCFI customers and their account holders. Its software-as-a-service (SaaS) delivery model is designed to scale with its customers as they add account holders on its solutions. The Company sells subscriptions to its cloud-based solutions through its direct sales organization. Its solutions include Q2online, Q2 Risk & Fraud Analytics, Q2 Treasury, Q2mobility App, Q2mobile Remote Deposit Capture, Q2text, Q2voice, Q2themes and Q2clarity. The Company’s solutions provide both behavioral analytics and policy-based decision prompts to identify suspect transactions and allow RCFI administrators to analyze transaction activity.
