Summary
This 8-K filing by Automatic Data Processing, Inc. (ADP) announces the entry into a material definitive agreement related to the hiring of James D. Aramanda as a Group President. Mr. Aramanda, previously Vice Chairman of Mellon Financial Corporation, brings significant experience in administration and consulting services relevant to ADP's business. The agreement outlines his compensation, bonuses, stock awards, and severance provisions, setting terms for his employment which is anticipated to begin by December 1, 2005. Key details of the agreement include a three-year initial term, a base salary of $525,000 with a target bonus of 60% (guaranteed at 100% for fiscal year 2006 if he starts by December 1, 2005), and significant one-time and performance-based bonuses totaling $1,290,000 in the first year. He is also set to receive substantial restricted stock awards and initial stock options, with provisions for continued employment and potential repayment of bonuses under certain voluntary resignation or termination for cause scenarios. The filing provides transparency into the executive compensation structure for a key leadership hire.
Key Highlights
- 1ADP has appointed James D. Aramanda as a Group President.
- 2Mr. Aramanda's employment agreement has an initial term of three years, with provisions for automatic renewal.
- 3His starting base salary is set at $525,000 annually.
- 4A guaranteed 100% annual target bonus for fiscal year 2006 is provided if he starts by December 1, 2005.
- 5Significant one-time bonuses totaling $1,290,000 are detailed, with repayment obligations if he leaves voluntarily or is terminated for cause within specified periods.
- 6Mr. Aramanda will receive performance-based restricted stock awards and initial stock options, reflecting a strong performance-based incentive structure.
- 7The agreement includes provisions for severance, participation in executive benefit plans, and participation in the company's Change in Control Severance Plan.