United States Steel Corporation (NYSE:X) 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.
(c) On July 26, 2017, United States Steel Corporation (the “Corporation”) announced the appointment of Mr. Kevin Bradley, age 55, as Executive Vice President & Chief Financial Officer of the Corporation, effective July 27, 2017. Prior to joining the Corporation, Mr. Bradley served in levels of increasing responsibility at Terex Corporation from 2005-2017. He served as Senior Vice President and Chief Financial Officer of Terex Corporation from 2013-2017, and from 2011-2013, he served as President, Terex Cranes. Prior to his time at Terex, Mr. Bradley served in various positions at GE Capital – Vendor Finance.
The Corporation has not entered into any transactions with Mr. Bradley identified in Item 404(a) of Regulation S-K, other than those related to compensation as an employee of the Corporation, and Mr. Bradley has no familial relationships with executives or directors of the Corporation.
As Executive Vice President & Chief Financial Officer, Mr. Bradley will receive the following compensation package:
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Base salary of $700,000; |
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Annual target award under the Corporation’s annual incentive compensation plan of 50% of base salary; |
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Target annual grant under the Corporation’s long-term annual incentive plan of $2,100,000; |
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New hire award of $125,000 payable in cash; and |
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New hire award of $875,000 in long-term incentive awards for 2017 with the same terms as the executive officer long-term incentive award grants made in February 2017. This award will be made as of August 1, 2017, and is composed of 20% stock options (vesting ratably over three years), 20% restricted stock units (vesting ratably over three years), 30% performance-based restricted stock units (based on total shareholder return over a three-year period) and 30% performance-based cash (based on return on capital employed over a three-year period). |
Mr. Bradley was also designated as a Tier I participant under the Corporation’s Change in Control Severance Plan, and will also receive compensation to certain plans provided by the Corporation, including health and benefit plans and retirement plans typically available to other executive officers. A description of these compensation plans can be found in the Corporation’s proxy statement filed on Schedule 14A with the Securities and Exchange Commission on March 14, 2017. These plans are also listed as exhibits to the Annual Report on Form 10-K filed with the Commission on February 28, 2017.
Mr. Bradley was also provided with certain benefits that are typically provided to newly hired executives, including reasonable relocation expenses, gross-up on the relocation expenses, limited loss on sale of his primary residence, a non-compete agreement, and a severance agreement. The severance agreement, which is described in Mr. Bradley’s offer letter, provides that, if the Corporation terminates his employment for reasons other than for cause within two years and if he is not entitled to any payment under the Change in Control Severance Plan, Mr. Bradley will be entitled to receive a lump sum payment equal to the sum of 12 months of base salary and one year of his target bonus under the Annual Incentive Compensation Program.
Item 8.01 Other Events
On July 26, 2017, the Corporation issued a press release announcing the appointment of Mr. Bradley as Executive Vice President & Chief Financial Officer effective July 27, 2017. The full text of the press release is filed herewith as Exhibit99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
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99.1 |
Press Release dated July 26, 2017. |
UNITED STATES STEEL CORP ExhibitEX-99.1 2 exhibit991-newcfo.htm EXHIBIT 99.1 Exhibit Exhibit 99.1NEWS RELEASECONTACT: Meghan Cox Manager Corporate Communications T – (412) 433-6777 E – [email protected] FOR IMMEDIATE RELEASEU. S. STEEL NAMES KEVIN BRADLEY AS EXECUTIVE VICE PRESIDENT AND CHIEF FINANCIAL OFFICER PITTSBURGH,…To view the full exhibit click here
About United States Steel Corporation (NYSE:X)
United States Steel Corporation (U. S. Steel) is an integrated steel producer. The Company is engaged in producing flat-rolled and tubular products with production operations in North America and Europe. The Company operates through three segments: Flat-Rolled Products (Flat-Rolled), U. S. Steel Europe (USSE) and Tubular Products (Tubular). The Flat-Rolled segment includes the operating results of U. S. Steel’s integrated steel plants and equity investees in the United States involved in the production of slabs, rounds, strip mill plates, sheets and tin mill products, as well as all iron ore and coke production facilities in the United States. The USSE segment includes the operating results of U. S. Steel Kosice (USSK), U. S. Steel’s integrated steel plant and coke production facilities in Slovakia. The Tubular segment includes the operating results of U. S. Steel’s tubular production facilities, primarily in the United States, and equity investees in the United States and Brazil.
