USA TRUCK, INC. (NASDAQ:USAK) 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
appointment of Werner Hugo as Senior Vice President, Trucking
Operations. The Company entered into an employment letter
agreement with Mr. Hugo, dated May 1, 2017, setting forth certain
terms and conditions of Mr. Hugos employment with the Company.
Operating Officer of 7 Hills Transport, Inc., a transportation
and warehousing services provider, from October 2016 to May 2017.
Prior to joining 7 Hills Transport, Mr. Hugo served in various
capacities at CRST International, a transportation and logistics
services provider, from December 2013 to February 2016, most
recently serving as Vice President of Operations and Driver
Retention. Mr. Hugo served as a consultant, Director of
Operations, and Chief Operations Officer for Star Transport,
Inc., a transportation services provider, from July 2012 to
December 2014. In 2010, Mr. Hugo launched Rack-On Trucking, Inc.,
a transportation services provider that specialized in
transporting manganese, chrome, and coal from mines to harbors,
where Mr. Hugo served as President until February 2012. In 2001,
Mr. Hugo began his career in the transportation industry with
Provincial Transport, Inc., a company that specialized in the
transportation of wine. Mr. Hugo earned his bachelor of science
degree in Retail Business Management in 1996 from Cape Peninsula
University of Technology in Cape Town, South Africa.
Committee of the Board of Directors (the “Committee”) approved
compensation for Mr. Hugo as follows:
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an annualized base salary of $250,000;
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a cash bonus of $125,000, payable one-half promptly
following Mr. Hugos commencement of employment with the Company (the Start Date), and one-half on October 31, 2017, subject to certain relocation, continuous employment, and recoupment provisions; |
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participation in the Company’s Management Bonus Plan for
2017 as follows: |
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a cash bonus with a target of 60% of prorated base salary
for 2017, depending upon performance relative to goals set by the Committee; |
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a grant of restricted shares at target equal to 18% of
prorated base salary for 2017, with vesting conditioned upon achievement during the applicable performance period of performance goals to be set by the Committee, subject to additional time-based vesting in four equal annual installments through 2021, as well as continued employment and certain other vesting and forfeiture provisions; and |
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a grant of restricted shares at target equal to 60% of
annual base salary for 2017, with vesting conditioned upon achievement during the applicable performance period of performance goals to be set by the Committee, subject to continued employment and certain other vesting and forfeiture provisions; |
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upon a qualifying severance event, subject to other
customary provisions, salary continuation payments for 12 months or such lesser number of months as Mr. Hugo has been employed by the Company at such time, plus an amount equal to his short-term cash incentive target (STI Target), if and to the extent earned and prorated for the portion of the fiscal year employed prior to the qualifying severance event, under any short-term cash incentive plan that has been adopted by the Committee prior to the qualifying severance event for the fiscal year in which the qualifying severance event occurs; |
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upon a qualifying change-in-control event, subject to other
customary provisions, a lump sum payment equal to 150% of his annual base salary and STI Target, and reimbursement, on an after-tax basis, of any premiums paid by Mr. Hugo to the provisions of the Consolidated Omnibus Budget Reconciliation Act of 1995, as amended, for a period of 18 months; |
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$50,000 for relocation expenses, subject to relocation,
continuous employment, and recoupment provisions; and |
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reimbursement of customary realtor commissions payable upon
the sale of Mr. Hugos home and certain transition expenses. |
confidentiality covenants.
qualified in its entirety by reference to Mr. Hugos employment
letter and executive severance and change in control agreement,
copies of which will be filed with the Company’s Quarterly
Report on Form 10-Q for the quarter ended June 30, 2017.
other person to which Mr. Hugo was appointed Senior Vice
President, Trucking Operations. There are no transactions in
which Mr. Hugo has an interest requiring disclosure under Item
404(a) of Regulation S-K.
exhibit hereto shall not be deemed filed for purposes of Section
18 of the Securities Exchange Act of 1934, as amended, (the
Exchange Act), or incorporated by reference in any filing under
the Securities Act of 1933, as amended (the Securities Act), or
the Exchange Act, except as shall be expressly set forth by
specific reference in such a filing.
hereto may contain forward-looking statements within the meaning
of Section 27A of the Securities Act and Section 21E of the
Exchange Act and such statements are subject to the safe harbor
created by those sections and the Private Securities Litigation
Reform Act of 1995, as amended. Such statements are made based on
the current beliefs and expectations of the Companys management
and are subject to significant risks and uncertainties. Actual
results or events may differ from those anticipated by
forward-looking statements. Please refer to various disclosures
by the Company in its press releases, stockholder reports, and
filings with the Securities and Exchange Commission for
information concerning risks, uncertainties, and other factors
that may affect future results.
About USA TRUCK, INC. (NASDAQ:USAK)
USA Truck, Inc. is a truckload carrier providing transportation of general commodities throughout the continental United States and into and out of portions of Mexico and Canada. The Company operates through two segments: Trucking and Strategic Capacity Solutions (SCS). The Trucking segment consists of truckload and dedicated freight services. The SCS segment consists of freight brokerage and rail intermodal services. The Company transports full dry van trailer loads of freight from origin to destination without intermediate stops or handling. The Company offers a range of truckload and logistics services to a customer base that spans a range of industries. The Company’s fleet of approximately 1,832 tractors consists of 1,568 company tractors and 264 independent contractor tractors. The Company owns approximately 6,200 trailers. The Company also transports general commodities into and out of Mexico by allowing through-trailer service from its terminal in Laredo, Texas. USA TRUCK, INC. (NASDAQ:USAK) Recent Trading Information
USA TRUCK, INC. (NASDAQ:USAK) closed its last trading session down -0.01 at 6.56 with 95,146 shares trading hands.
