RAVEN INDUSTRIES, INC. (NASDAQ:RAVN) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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RAVEN INDUSTRIES, INC. (NASDAQ:RAVN) 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 Principal Officers; Election
of Directors; Appointment of Principal Officers; Compensatory
Arrangements of Certain Officers.

On March 9, 2017, the Companys Compensation Committee approved
annual awards of non-qualified stock options, performance-based
and time-based restricted stock units (RSUs) to executive
officers and key employees under its Long-Term Incentive Plan
(LTIP) as of April 5, 2017. Under the LTIP for 2017, each
executive officer was granted three awards with a total targeted
award level determined for each individual by the Compensation
Committee. First, each individual received a non-qualified stock
option, with the value of the stock option equal to 30% of the
targeted award value. Second, each individual received
performance-based RSUs with a target level equal to 20% of the
targeted award value. Third, each individual received time-based
RSUs value equal to 50% of the targeted award value. The grants
of stock options and the target levels of the RSU awards to the
named executive officers are set forth on Exhibit 99.1.
The stock option granted to each executive officer has a term of
five years and vests in four equal annual installments, with the
first installment vesting one year after the date of grant. The
stock options vest early in the event of retirement or a change
in control. The stock options have an exercise price of $29.20
per share, equal to the closing price of the common stock on the
business day prior to the date of grant.
The performance-based RSU awards represent the right to receive
shares of common stock on the vesting date, generally the third
anniversary of the award date. The number of shares that vest
will be based on achievement of specified performance goals over
a three-year period. The performance goals for the RSUs granted
under the LTIP for 2017 are based on the Companys average return
on equity for fiscal years 2018 through 2020. The RSU awards
specify the number of shares that will vest at target
performance. The shares that vest at the minimum and maximum
levels of performance will be equal to 50% and 150% of the target
level, respectively, with vested amounts for performance between
those levels to be prorated.
The time-based RSU awards represent the right to receive shares
of common stock on the vesting date, generally the third
anniversary of the award date. The total of all time-based RSUs
shall become vested on the third anniversary of the effective
date, provided that the Employee remains continuously employed by
the Company through the Vesting Date.
Any RSUs that do not vest on the vesting date will be forfeited.
Also, the RSUs will be forfeited if the participants employment
with the Company terminates prior to the vesting date, except
upon retirement, termination by the Company without cause or
change in control. In the event of retirement or termination by
the Company without cause prior to the third anniversary of the
award date, the RSUs will vest on the three-year anniversary of
the award date based on achievement of performance goals, with
the number of vested shares prorated based on the number of
months served before the date of retirement or termination
without cause during the 36-month vesting period. Upon a change
in control, the RSUs become 50% vested at target level.
If the participant remains employed on a dividend record date for
Common Stock, dividend equivalents will be paid in the form of
additional RSUs on the regular quarterly dividend payment dates.
The RSUs received under dividend equivalents will be paid out in
shares at the same time as any related vested RSUs.
Item 9.01. Financial Statements and Exhibits
Exhibit
No.
Description
99.1
Schedule of Grants of Stock Options and Restricted
Stock Units


About RAVEN INDUSTRIES, INC. (NASDAQ:RAVN)

Raven Industries, Inc. is a diversified technology company providing a range of products to customers within the industrial, agricultural, energy, construction and defense markets. The Company operates through three segments: Applied Technology Division (Applied Technology), Engineered Films Division (Engineered Films) and Aerostar Division (Aerostar). The Applied Technology segment designs, manufactures, sells and services precision agriculture products and information management tools for growers. The Engineered Films segment produces plastic films and sheeting for energy, agricultural, construction, geomembrane and industrial applications. The Aerostar segment designs and manufactures products, including balloons, tethered aerostats and radar processing systems. It conducts business through its subsidiaries, including Aerostar International, Inc. (Aerostar), Vista Research, Inc. (Vista), Raven International Holding Company BV (Raven Holdings) and Raven Industries Canada, Inc.

RAVEN INDUSTRIES, INC. (NASDAQ:RAVN) Recent Trading Information

RAVEN INDUSTRIES, INC. (NASDAQ:RAVN) closed its last trading session up +0.60 at 28.95 with 197,643 shares trading hands.