8-KLeadership ChangesExhibits & Filings

ATI INC 8-K Report, Executive Changes (Nov 3, 2008)

Filed November 3, 2008For Securities:ATI

Summary

This Form 8-K filing by Allegheny Technologies Incorporated (ATI) on November 3, 2008, primarily announces two key personnel changes. Firstly, Barbara S. Jeremiah was elected to the Board of Directors as a Class II director, increasing the Board's size to nine members. Ms. Jeremiah, who is Executive Vice President and Chairman's Counsel at Alcoa, Inc., has been deemed an independent director and appointed to the Audit and Technology Committees. Her election includes a grant of 972 restricted shares. Secondly, the filing details adjustments to executive compensation. Terry L. Dunlap, Group President of ATI Flat-Rolled Products and Business Unit President, received a base salary increase from $385,000 to $400,000 annually, effective November 1, 2008. Additionally, Jon D. Walton, Executive Vice President, Human Resources, and Chief Legal Officer, will receive post-retirement monthly payments equivalent to half his monthly base compensation for each month he remains employed after his 65th birthday, commencing after his Supplemental Pension Plan obligations are met. These changes signal ongoing board composition and executive remuneration management.

Key Highlights

  • 1Barbara S. Jeremiah appointed to ATI's Board of Directors, increasing the board size to nine.
  • 2Ms. Jeremiah is an independent director and has been appointed to the Audit and Technology Committees.
  • 3Ms. Jeremiah received a grant of 972 restricted shares upon her election.
  • 4Terry L. Dunlap's annual base compensation increased to $400,000, effective November 1, 2008.
  • 5Jon D. Walton to receive post-retirement monthly payments based on his tenure after age 65.
  • 6These changes were announced via a press release dated November 3, 2008.

Frequently Asked Questions

Barbara S. Jeremiah is Executive Vice President and Chairman's Counsel of Alcoa, Inc. She was elected to the ATI Board of Directors as a Class II director to enhance the board's composition and provide independent oversight, particularly in areas covered by the Audit and Technology Committees.

Ms. Jeremiah's election increases the size of the Board from eight to nine directors. She has been deemed an independent director and will serve on key committees, contributing her expertise to the company's governance and strategic direction.

Yes, Terry L. Dunlap, a Group President, received a base salary increase to $400,000 per year, effective November 1, 2008. Additionally, a new retirement compensation agreement was approved for Jon D. Walton, Executive Vice President, Human Resources, and Chief Legal Officer, providing for post-retirement monthly installments.

Mr. Walton is set to receive monthly installments after his retirement, equal to half of his monthly base compensation at the time of retirement, for each month he remains an employee after his 65th birthday. These payments will commence after his obligations under the Company's Supplemental Pension Plan are met.