RYDER SYSTEM, INC. (NYSE:R) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

RYDER SYSTEM, INC. (NYSE:R) 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.

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Ryder System, Inc. (the "Company") has appointed Frank Mullen, age 47, to serve as the Company's Vice President and Controller and principal accounting officer effective as of September 18, 2017. Mr. Mullen joins Ryder from Global Eagle Entertainment, a global provider of media, content, connectivity and data analytics, where he held the position of Senior Vice President and Chief Accounting Officer since 2016. From 2015 to 2016, he served as Vice President and Controller of Pinnacle Foods Inc., a manufacturer, marketer and distributor of branded food products. Prior to joining Pinnacle, Mr. Mullen held roles of increasing responsibility at Aramark, a provider of food service, facilities and uniform services, from 2000 through 2015, including Vice President and Assistant Controller from 2014 to 2015 and Associate Vice President – Corporate Accounting from 2006 to 2014. Mr. Mullen began his career in the Audit & Assurance practice of Arthur Andersen LLP. He holds a Bachelor of Science degree in accounting from Villanova University and is a Certified Public Accountant.

The following compensation arrangements for Mr. Mullen have been approved: (1) annual base salary of $300,000, (2) annual target bonus opportunity equal to 55% of his base salary (guaranteed to be paid out at target but prorated for the 2017 performance year), and (3) a long-term incentive award of 2,500 time-based restricted stock rights, granted on the first day of Mr. Mullen's employment. The time-based restricted stock rights will not vest until the third anniversary of the grant date, subject to Mr. Mullen's continued employment. In addition, subject to certain conditions, the Company will reimburse Mr. Mullen for his relocation costs and expenses. The compensation arrangements described above are reflected in an employment offer letter, a copy of which is attached hereto as Exhibit 10.1. The foregoing summary is qualified in its entirety by reference to the full text of the offer letter.

In addition, Mr. Mullen is eligible for certain severance benefits in the event his employment is terminated due to death, disability, without cause or after a change in control in accordance with the Company’s Executive Severance Plan that was filed with the SEC on February 14, 2017.

There is no arrangement or understanding between Mr. Mullen and any other person to which Mr. Mullen was appointed as Vice President and Controller and principal accounting officer. There are no family relationships between Mr. Mullen and any of the Company’s directors or executive officers, and the Company has not entered into any transactions with Mr. Mullen requiring disclosure under Item 404(a) of Regulation S-K.

Item 9.01 Regulation FD Disclosure.

The Company issued a press release on September 18, 2017 announcing Mr. Mullen’s appointment. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information furnished by the Company to this Item 9.01, including Exhibit99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liability of that section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act.

Item 9.01(d) Exhibits

Exhibit

Description

Employment Offer Letter for Frank Mullen, dated August 25, 2017, between Ryder System, Inc. and Frank Mullen

Press Release issued by Ryder System, Inc. on September 18, 2017


RYDER SYSTEM INC Exhibit
EX-10.1 2 exhibit101employmentofferl.htm EXHIBIT 10.1 Exhibit Exhibit 10.1August 25,…
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About RYDER SYSTEM, INC. (NYSE:R)

Ryder System, Inc. is engaged in offering transportation and supply chain management solutions. The Company operates through three segments: Fleet Management Solutions (FMS), which provides full service leasing, commercial rental, contract maintenance and contract-related maintenance of trucks, tractors and trailers to customers in the United States, Canada and the United Kingdom; Dedicated Transportation Solutions (DTS), which provides vehicles and drivers as part of a dedicated transportation solution in the United States, and Supply Chain Solutions (SCS), which provides supply chain solutions, including distribution and transportation services in North America and Asia. It provides purchase option for a selection of used trucks, tractors and trailers through its used vehicle sales program. It offers services to various industries, including automotive, consumer packaged goods, transportation and warehousing, retail, consumer brands, housing, and paper and publishing.

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