8-KLeadership Changes

Accenture plc 8-K Report, Executive Changes (Jul 15, 2015)

Filed July 15, 2015For Securities:ACN

Summary

This 8-K filing from Accenture plc (ACN) on July 15, 2015, primarily details the compensation adjustments for Stephen J. Rohleder upon his retirement after 34 years with the company. The Board of Directors decided to waive certain service-based vesting conditions on a portion of Mr. Rohleder's outstanding equity awards. This action is intended to allow for the vesting of these awards, despite his departure, subject to specific conditions being met. Specifically, the waiver applies to time-vesting and performance-vesting restricted share units. While service-based conditions are waived for the performance awards, their actual vesting still depends on Accenture achieving predefined performance objectives over the respective three-year periods. This decision highlights the company's approach to retaining and rewarding long-serving executives, even at the point of retirement, by ensuring they benefit from previously granted incentives under certain conditions.

Key Highlights

  • 1Accenture's Board of Directors waived certain service-based vesting conditions for former executive Stephen J. Rohleder's equity awards.
  • 2The waiver applies to 4,362 time-vesting restricted share units granted under the 2014 Voluntary Equity Investment Program.
  • 3It also covers 33,991 performance-vesting restricted share units (assuming target performance) from 2014 and 2015 Key Executive Performance Share Programs.
  • 4Vesting of the performance-based awards remains contingent upon Accenture meeting its performance objectives over the relevant three-year periods.
  • 5Dividend equivalents on these awards will also be earned in accordance with award agreements.
  • 6This action relates to the retirement of Stephen J. Rohleder, who had a 34-year tenure with Accenture, holding significant leadership roles.

Frequently Asked Questions

The main purpose of this filing is to inform investors about the Board of Directors' decision to waive certain service-based vesting conditions for a portion of Stephen J. Rohleder's outstanding equity awards upon his retirement.

No, not automatically. While the service-based vesting conditions are waived, the vesting of performance-based awards is still dependent on Accenture achieving its predetermined performance objectives over the specified three-year periods. The actual number of shares earned can be below, at, or above target.

The waiver affects 4,362 time-vesting restricted share units and 33,991 performance-vesting restricted share units (assuming target performance).

Mr. Rohleder had a 34-year career at Accenture. Most recently, he served as group chief executive—North America (June 2014 to May 2015), and previously as group chief executive—Health & Public Service (September 2009 to June 2014) and Accenture’s chief operating officer (September 2004 to September 2009).