8-KLeadership ChangesShareholder Matters

AGILENT TECHNOLOGIES, INC. 8-K Report, Executive Changes (Mar 27, 2012)

Filed March 27, 2012For Securities:A

Summary

Agilent Technologies, Inc. filed an 8-K on March 27, 2012, reporting on two key events. The most significant development for investors is the appointment of Solange Glaize as Vice President and Chief Accounting Officer, effective March 21, 2012. This appointment comes with a revised compensation package, including a base salary increase to $285,000 starting April 1, 2012, a target bonus of 60% of base salary, and equity awards consisting of stock options for 5,625 shares and performance-based stock units for 1,551 shares. The stock units vest on October 31, 2014, with payout dependent on Agilent's performance over the preceding three years. The filing also details the outcomes of Agilent's Annual Stockholder Meeting held on March 21, 2012. All three proposals voted upon received substantial approval. Three directors were elected for a three-year term, PricewaterhouseCoopers LLP was ratified as the independent auditor for fiscal year 2012, and the compensation of named executive officers received a non-binding advisory approval. The high turnout and overwhelming support for these proposals indicate general stockholder confidence in the company's governance and executive compensation practices.

Key Highlights

  • 1Agilent Technologies appointed Solange Glaize as Vice President and Chief Accounting Officer, effective March 21, 2012.
  • 2Ms. Glaize's annual base salary will increase to $285,000 effective April 1, 2012.
  • 3She was granted stock options for 5,625 shares and performance-based stock units for 1,551 shares.
  • 4The performance-based stock units have a target award of 1,551 shares and will vest on October 31, 2014, with potential payouts ranging from 0% to 200% of target based on company performance.
  • 5Agilent's Annual Stockholder Meeting on March 21, 2012, saw high participation with 85.68% of outstanding shares represented.
  • 6Three directors were elected, the appointment of PricewaterhouseCoopers LLP as independent auditors was ratified, and executive compensation received advisory approval from stockholders.

Frequently Asked Questions

Solange Glaize was appointed as Agilent's Vice President and Chief Accounting Officer, effective March 21, 2012. She will also serve as the Company's Principal Accounting Officer.

Ms. Glaize's compensation includes an annual base salary of $285,000 starting April 1, 2012, a target award of 60% of base salary under the Performance-Based Compensation Plan, and equity awards comprising 5,625 stock options and 1,551 performance-based stock units vesting in October 2014, contingent on company performance.

At the Annual Stockholder Meeting on March 21, 2012, stockholders elected three directors, ratified PricewaterhouseCoopers LLP as the independent auditor for fiscal year 2012, and approved the compensation of named executive officers on an advisory basis. All proposals received strong support.