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 Officers
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
(e) On December21, 2018, United States Steel Corporation (the “Corporation”) entered into a letter agreement (the “Agreement”) with Douglas R. Matthews, Senior Vice President — Industrial, Service Center& Mining Solutions and Interim Head — Tubular, providing Mr.Matthews with certain pension make-whole, retention and other payments in consideration for his continued employment with the Corporation beyond the date on which he was eligible for an immediate retirement under the United States Steel Corporation Plan for Employee Pension Benefits (Revision of 2003) (the “Qualified Plan”) and the Non-Tax Qualified Pension Plan (the “Non-Qualified Plan”).
Under the Agreement, the Corporation agrees to pay Mr.Matthews: (i)a lump sum of $75,000, payable in January2019 provided he remains in the employ of the Corporation through the payment date; (ii)a lump sum equal to the difference, if any, by which the benefits payable under the Qualified Plan and the Non-Qualified Plan calculated at his retirement are less than the amount of those benefits payable if Mr.Matthews had retired when he became eligible for an immediate retirement in February2018, to be payable in accordance with the requirements of Section409A of the Internal Revenue Code (“Section409A”); and (iii)a lump sum equal to 4% interest compounded annually, from May1, 2018 through the date of retirement, on the lump sum payment amount of Mr.Matthews’ benefits under the Qualified Plan and the Non-Qualified Plan, to be payable in accordance with the requirements of Section409A. Additionally, the Agreement provides that Mr.Matthews is eligible for an award of restricted stock units in accordance with the performance metrics provided therein, to be granted in February2019. Under the Agreement, Mr.Matthews has agreed: (i)generally not to directly or indirectly compete with the Corporation for a period of 12 months following termination of employment with the Corporation and (ii)not to disclose the Corporation’s confidential information and trade secrets.
The consideration described above is in addition to any salary, annual incentive, long-term incentive and any other post-employment benefits that Mr.Matthews may be entitled to receive under the Corporation’s employee benefit plans and programs.
The foregoing summary of the Agreement does not purport to be complete and is qualified in its entirety by reference to the Agreement, a copy of which will be filed with the Corporation’s Form10-K for the year ended December31, 2018.
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.
