8-KLeadership ChangesExhibits & Filings

CASEYS GENERAL STORES INC 8-K Report, Executive Changes (May 13, 2020)

Filed May 13, 2020For Securities:CASY

Summary

Casey's General Stores, Inc. (CASY) announced a significant leadership change via an 8-K filing on May 13, 2020. Steve Bramlage has been appointed Chief Financial Officer (CFO), effective June 1, 2020, succeeding William J. Walljasper who is retiring but will stay on as an Executive Advisor during a transition period. Mr. Bramlage brings substantial financial experience, having previously served as CFO for Aramark and holding senior roles at Owens-Illinois, PPG Industries, and Eli Lilly. This filing also details Mr. Bramlage's employment agreement, including a competitive compensation package with a base salary of at least $675,000, a target bonus of 75% of base salary, and a long-term incentive target of 175% of base salary. The agreement includes significant sign-on equity awards totaling $2 million in RSUs and PSUs, as well as relocation assistance up to $200,000 and a temporary housing stipend. A change of control agreement is also in place, outlining severance benefits in the event of termination following a change of control.

Key Highlights

  • 1Appointment of Steve Bramlage as Chief Financial Officer (CFO), effective June 1, 2020.
  • 2William J. Walljasper to retire as CFO but will serve as an Executive Advisor during a transition.
  • 3Mr. Bramlage has extensive financial leadership experience, including CFO roles at Aramark and Owens-Illinois.
  • 4Base salary for Mr. Bramlage to be at least $675,000 annually.
  • 5Target bonus opportunity of at least 75% of base salary and long-term incentive target of at least 175% of base salary.
  • 6Significant sign-on equity awards totaling $2 million (RSUs and PSUs) and up to $200,000 in relocation benefits.

Frequently Asked Questions

Steve Bramlage has been appointed as the new Chief Financial Officer (CFO) of Casey's General Stores, Inc., effective June 1, 2020.

Mr. Bramlage's compensation includes a base salary of at least $675,000, an annual target bonus opportunity of at least 75% of his base salary, and an annual long-term incentive award target of at least 175% of his base salary. He also received significant sign-on equity awards ($1 million in RSUs and $1 million in PSUs) and relocation benefits.

William J. Walljasper is retiring as CFO but will remain with the Company as an Executive Advisor to assist with the transition following the effective date of Mr. Bramlage's appointment.

The Change of Control Agreement provides for severance payments in the event of a 'Qualifying Termination' (termination by the Company without cause or by Mr. Bramlage for good reason) within 24 months following a change of control. This typically includes a lump-sum cash payment equal to two times his annual base salary plus a bonus, and 24 months of COBRA premiums. It also includes a 'best net' provision for excise tax purposes.