VECTRUS, INC. (NYSE:VEC) 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.
(e)
Ms. Susan L. Deagle, Senior Vice President and Chief Growth Officer, and Mr. Kevin A. Leonard, Senior Vice President, Facility and Logistics Services, of Vectrus, Inc. (the “Company”) were identified as two of the named executive officers for 2017 in the Company’s 2018 Proxy Statement filed with the Securities and Exchange Commission on April 3, 2018 in connection with the Company’s 2018 Annual Meeting of Shareholders. Therefore, the Company is filing this Current Report on Form 8-K to Item 5.02(e) to provide disclosure in connection with the compensatory arrangements with Ms. Deagle and Mr. Leonard.
Senior Vice President and Chief Growth Officer
On March 13, 2017, the Company and Ms. Deagle entered into an employment letter (the "Deagle Employment Letter") setting forth the terms and conditions of her employment as Senior Vice President and Chief Growth Officer of the Company. Ms. Deagle joined the Company on May 1, 2017. The material terms of the Deagle Employment Letter are set forth below.
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Compensation and Benefits. |
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a. |
Annual Base Salary. Ms. Deagle’s initial base salary was $300,019. |
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b. |
Cash Sign-on Payment. Ms. Deagle received a cash sign-on payment (for equity that she forfeited at her then-current employer) of $75,000, subject to repayment (net of taxes) if Ms. Deagle voluntarily terminates her employment within one year of her date of hire. |
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2017 Target Annual Incentive. Ms. Deagle is eligible to participate in the Company’s Annual Incentive Plan with a target award of 50% of her annual base salary, starting in 2017. For 2017, the award was prorated based on the number of months worked in 2017. |
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Long-Term Incentives. Ms. Deagle is eligible to participate in the Company's Long-Term Incentive Award Program, subject to approval of her awards by the Compensation and Personnel Committee (the “Compensation Committee”) of the Board of Directors. For 2017, she was recommended for a total target award of $250,000, comprised of 50% in the form of a cash target related to relative total shareholder return (subject to a three-year performance period beginning January 1, 2017 through December 31, 2019), 20% in non-qualified stock options and 30% in restricted stock units. The options and restricted stock units will vest in one-third installments on the first, second and third anniversaries of the grant date. |
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Other Benefit Programs. Ms. Deagle is eligible to participate in the Company’s benefit plans that are applicable to other employees. |
The foregoing description of the terms of the Deagle Employment Letter is not complete and is subject to and qualified in its entirety by the Deagle Employment Letter, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.
Senior Vice President, Facility and Logistics Services
On March 9, 2017, the Company and Mr. Leonard entered into an employment letter (the "Leonard Employment Letter") setting forth the terms and conditions of his employment as Senior Vice President, Facility and Logistics Services of the Company. Mr. Leonard joined the Company on March 20, 2017. The material terms of the Leonard Employment Letter are set forth below.
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1. |
Compensation and Benefits. |
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a. |
Annual Base Salary. Mr. Leonard’s initial base salary was $290,014. |
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b. |
Cash Sign-on Payment. Mr. Leonard was eligible for, but was not paid, a cash sign-on payment of $10,000. |
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c. |
2017 Target Annual Incentive. Mr. Leonard is eligible to participate in the Company’s Annual Incentive Plan with a target award of 50% of his annual base salary, starting in 2017. For 2017, the award was prorated based on the number of months worked in 2017. |
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d. |
Long-Term Incentives. Mr. Leonard is eligible to participate in the Company's Long-Term Incentive Award Program, subject to approval of his awards by the Compensation Committee. For 2017, he was recommended for a total target award of $250,000, comprised of 50% in the form of a cash target related to relative total shareholder return (subject to a three-year performance period beginning January 1, 2017 through December |
31, 2019), 20% in non-qualified stock options and 30% in restricted stock units. The options and restricted stock units will vest in one third-installments on the first, second and third anniversaries of the grant date.
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e. |
Relocation Benefits. Mr. Leonard was eligible for relocation benefits, to Company practice. These benefits include (i) one-month of settling in allowance equal to one month of base salary, grossed up for tax purposes, (ii) one house hunting trip for him and his spouse, including economy airfare, hotel, rental car and per diem, (iii) temporary accommodations for up to 90 days, including rental car and per diem for him and his spouse, and (a) economy airfare for him and his approved family to Colorado Springs, Colorado or (b) mileage and per diem, including lodging for him and his spouse to drive to Colorado Springs, Colorado, (iv) packing, shipping and unpacking of household goods and reimbursement for mileage, hotel, and per diem associated with driving one or more vehicles to Colorado Springs, Colorado, and (v) reimbursement for reasonable and customary closing costs and brokerage fees (limited to 6% of the sale price) on the sale of his home, grossed up for tax purposes. |
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Other Benefit Programs. Mr. Leonard is eligible to participate in the Company’s benefit plans that are applicable to other employees. |
The foregoing description of the terms of the Leonard Employment Letter is not complete and is subject to and qualified in its entirety by the Leonard Employment Letter, a copy of which is attached hereto as Exhibit 10.2 and incorporated herein by reference.
Mr. Leonard did not relocate to Colorado Springs. Subsequently, the Compensation Committee approved a housing allowance for Mr. Leonard of $1,300 per month, commencing in October, 2017.
Item 5.02. Financial Statements and Exhibits.
(d)Exhibits
Vectrus, Inc. ExhibitEX-10.1 2 sdeagleoffer3817docx.htm EXHIBIT 10.1 sdeagleoffer3817docx
Benefits at a Glance for Management Benefitted Employees
Here’s a quick review of the total benefits offered to you as a Management Benefitted
employee of Vectrus.
BENEFIT . . . WHAT IT PROVIDES . . .
Vectrus 401(k) Plan Income for Retirement
Medical Plans Domestic and International Plans
Health Savings Account Domestic for those participating in a Vectrus High
Deductible Health Plan
Tele-Health Benefit Domestic for those participating in a Vectrus medical plan
Dental Plan Domestic and International Plans
Vision Plan Domestic and International Plans
Flexible Spending Account Plan (FSA) Option to pay for certain predictable health care or
dependent care expenses with pre-tax dollars
Short Term Disability Plan Company paid disability income continuation for up to 25
weeks
Long Term Disability Plan Voluntary disability plan to provide income continuation
beyond 26 weeks
Life Insurance Plan Life Insurance equal to one times your annual base pay
Voluntary Life and Accident Insurance Plan Additional Life and Accident insurance for you and your
family
Employee Assistance Program This benefit provides an array of services for you and
your immediate family to support your day to day life
Business Travel Accident Plan Additional accident insurance for you when you travel for
the Company
Other Voluntary Plans Domestic and International employees are offered Other
Voluntary plans:
VOYA – Accident Insurance,…To view the full exhibit click here
About VECTRUS, INC. (NYSE:VEC)
Vectrus, Inc. is a provider of services to the United States Government across the world. The Company offers services, including infrastructure asset management, logistics and supply chain management, and information technology and network communication. Its infrastructure asset management services support the United States Army, Air Force and Navy, and include infrastructure services, security, warehouse management and distribution, ammunition management, civil engineering, air base maintenance and operations, communications, emergency services, transportation, and life support activities at various global military installations. Its logistics and supply chain management services support and maintain the vehicle and equipment stocks of the United States Army and Marine Corps. Its information technology and network communication services consist of sustainment of communications systems, network security, systems installation and life cycle management of information technology systems.
