8-KLeadership ChangesExhibits & Filings

AMPHENOL CORP /DE/ 8-K Report, Executive Changes (Jul 21, 2015)

Filed July 21, 2015For Securities:APH

Summary

Amphenol Corporation filed an 8-K report on July 21, 2015, to announce significant changes in its executive leadership and board composition. The report details the retirement of Diana G. Reardon as Chief Financial Officer (CFO), effective July 21, 2015. Ms. Reardon will transition to a role as Senior Advisor and has also been appointed to a newly created position on the Board of Directors, making her an employee director. Concurrently, Craig A. Lampo was appointed as the new CFO, effective the same date. Mr. Lampo, who has over a decade of experience within Amphenol as Vice President and Corporate Controller, will see an increase in his base salary to $400,000 and a higher incentive plan multiplier. The company also announced an increase in the size of its Board of Directors from nine to ten members to accommodate Ms. Reardon's appointment.

Key Highlights

  • 1Diana G. Reardon retires as Chief Financial Officer (CFO) effective July 21, 2015.
  • 2Craig A. Lampo appointed as the new CFO, effective July 21, 2015.
  • 3Diana G. Reardon appointed to the Board of Directors as an employee director.
  • 4Board of Directors size increased from nine to ten members.
  • 5Mr. Lampo's base annual salary increased to $400,000 and Management Incentive Plan multiplier increased to 45%.
  • 6Ms. Reardon's annual compensation reduced from $670,000 to $335,000 in her new role and as a director.
  • 7No reportable family relationships or disclosable transactions (Item 404(a)) between new appointees and existing officers/directors.

Frequently Asked Questions

Diana Reardon's annual compensation will be reduced from $670,000 to $335,000. Her participation in the Management Incentive Plan will cease, and it is not anticipated that she will receive additional stock option awards. However, she will continue to receive other employee benefits and compensation as outlined in the company's 2015 Proxy Statement.

Craig Lampo, age 45, has been with Amphenol for over 10 years as Vice President and Corporate Controller. He is a CPA and previously worked at Arthur Andersen and Deloitte. His base annual salary has been increased to $400,000, and his Management Incentive Plan percentage multiplier has been raised to 45%. He will continue to participate in the company's core management compensation programs.

The Board of Directors size was increased from nine to ten members to accommodate the appointment of Diana G. Reardon to the Board. She will serve as an employee director.

No, the press release (Exhibit 99.1) is furnished and not deemed 'filed' for purposes of Section 18 of the Securities Exchange Act of 1934, nor is it incorporated by reference into any filing under the Securities Act of 1933, unless expressly stated otherwise.