On May 9, 2018, Westell Technologies, Inc. (the “Company”) announced the appointment of Alfred S. John as the Company’s President and Chief Executive Officer, effective May 21, 2018. Mr. John will succeed Kirk R. Brannock who has served as Interim President and CEO since November 2017. Mr. Brannock will continue serving as Chairman of the Board of Directors (“Board”).

Mr. John, age 58, most recently served as Executive Vice President of Technology and Operations of Rise Broadband, a provider of fixed wireless services. Mr. John started at Rise Broadband in 2015 as the Senior Vice President and General Manager of the Commercial Business Unit. Mr. John previously served as Senior Vice President and Chief Revenue Officer of UNSi, Inc., (a next generation voice and data carrier, from 2012 to 2014, and President and CEO of Cheetah Technologies from 2009 to 2012 and American Broadband from 2002 to 2008. Mr. John was also previously in senior management roles at Charter Business Networks and Charter Communications.

Under the terms of an offer letter that was accepted on May 6, 2018 (the “Offer Letter”), Mr. John will receive an annual base salary of $340,000. Mr. John will also receive a grant of 50,000 Restricted Stock Units (“RSUs”). The RSUs will vest over three years upon the anniversary of the grant. Mr. John will also receive a grant of 50,000 performance-based Restricted Stock Units (“PSUs”). PSUs will be earned based upon achievement of performance goals tied to growing revenue and non-GAAP profitability targets at a rate of up to 10,000 RSUs per quarter for the first, second, third, and fourth quarters of fiscal year 2019 and 10,000 RSUs towards the annual fiscal year 2019 objective. Upon vesting, the RSUs and PSUs convert into shares of Class A Common Stock of the Company on a one-for-one basis. Mr. John will also receive 100,000 stock options for 100,000 shares of Class A Common Stock (“Options”). The Options will vest over three years upon the anniversary of the grant. The equity grants issued will follow the customary grant terms in the Company’s 2015 Omnibus Incentive Compensation Plan. Finally, Mr. John will receive monthly payments of $2,000 for eighteen (18) months, provided Mr. John remains employed at the Company and maintains an apartment during this time period.

The foregoing description of the Offer Letter does not purport to be complete and is qualified in its entirety by reference to the complete text of the Offer Letter, a copy of which is attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference in its entirety. Additionally, a copy of the press release announcing Mr. John’s appointment and related matters is attached hereto as Exhibit 99.1 and incorporated herein by reference in its entirety.

Item 9.01 Financial Statement and Exhibits.

WESTELL TECHNOLOGIES INC Exhibit
EX-10.1 2 may2018offerletter.htm EXHIBIT 10.1 Exhibit Exhibit 10.1May 2,…
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About WESTELL TECHNOLOGIES, INC. (NASDAQ:WSTL)

Westell Technologies, Inc. is a provider of in-building wireless, intelligent site management, cell site optimization and outside plant solutions. The Company’s set of products and solutions are designed to manage network performance for carriers, integrators and other network operators. The Company operates in two segments: In-Building Wireless (IBW) and Communication Solutions Group (CSG). The Company’s segments are engaged in the design, development, assembly, and marketing of a range of products and solutions. The IBW segment solutions include distributed antenna systems (DAS) conditioners, digital repeaters and bi-directional amplifiers (BDAs), and system components and antennas, all used by wireless service providers and third-party hosts to fine tune radio frequency (RF) signals. The Company’s intelligent site management solutions include a suite of remote monitoring and control devices.