8-KLeadership ChangesExhibits & Filings

ATI INC 8-K Report, Executive Changes (Dec 23, 2019)

Filed December 23, 2019For Securities:ATI

Summary

Allegheny Technologies Incorporated (ATI) announced a significant leadership change in its finance department via an 8-K filing on December 23, 2019. The company appointed Donald P. Newman as its new Senior Vice President, Finance and Chief Financial Officer, effective January 6, 2020. Mr. Newman brings extensive financial leadership experience from his prior roles, including CFO at Stelco Holdings, Inc. and Headwaters Incorporated. This appointment is accompanied by a comprehensive compensation package designed to attract and retain Mr. Newman. The package includes a substantial base salary, annual incentive opportunities, a significant one-time cash payment, relocation assistance, and substantial equity awards in the form of restricted stock. These incentives are structured with vesting and repayment provisions tied to continued employment, aligning Mr. Newman's interests with the company's long-term performance and stability.

Key Highlights

  • 1Appointment of Donald P. Newman as Senior Vice President, Finance and Chief Financial Officer, effective January 6, 2020.
  • 2Mr. Newman's extensive financial background includes CFO roles at Stelco Holdings, Inc. and Headwaters Incorporated, among other leadership positions.
  • 3Base annual salary for Mr. Newman set at $590,000.
  • 42020 target award opportunity under the Annual Incentive Plan is 80% of base salary.
  • 5A one-time cash payment of $900,000 is provided, subject to clawback provisions if employment termination occurs within three years.
  • 6Significant equity awards include $1 million in restricted stock and a 2020 Long-Term Incentive Plan grant valued at 200% of base salary, comprising performance-vested and time-vested units.
  • 7The company also announced a press release on December 18, 2019, regarding these appointments and compensation, attached as Exhibit 99.1.

Frequently Asked Questions

Donald P. Newman has been appointed as the Senior Vice President, Finance and Chief Financial Officer, effective January 6, 2020.

The compensation package includes a base salary of $590,000, a 2020 target incentive award of 80% of base salary, a $900,000 one-time cash payment, $350,000 in relocation compensation, and significant equity awards including $1 million in restricted stock and a Long-Term Incentive Plan grant valued at 200% of base salary for 2020.

Yes, the $900,000 one-time cash payment is subject to repayment on a pro rata basis if Mr. Newman voluntarily terminates his employment before the third anniversary of his start date, or in full if the company terminates him for Cause before the third anniversary.

One-half of the $1 million restricted stock award will vest in equal installments over the first three anniversaries of the grant date, while the other half will vest fully on the third anniversary, provided Mr. Newman remains employed by the company on those respective vesting dates.