8-KLeadership Changes

COHERENT CORP. 8-K Report, Executive Changes (Aug 14, 2007)

Filed August 14, 2007For Securities:COHR

Summary

II-VI Incorporated (now Coherent Corp.) filed this Form 8-K on August 14, 2007, to report on performance-based equity awards granted to its named executive officers on August 11, 2007. These awards, issued under the Company's 2005 Omnibus Incentive Plan, are tied to specific performance goals for consolidated revenue and consolidated net cash provided by operating activities over a twenty-four-month period ending June 30, 2009. The awards are structured to provide payouts ranging from 0% to 150% of the target award amount based on achieving performance thresholds from 79.99% up to 120% or more of the set goals. This mechanism aims to incentivize executives to drive both top-line growth and strong operational cash generation. Investors should note that payouts for revenue and cash flow are independent of each other, and the final payout will be based on either the full twenty-four-month results or the sum of four consecutive six-month periods, whichever is more favorable.

Key Highlights

  • 1II-VI Incorporated granted Performance Share Awards to named executive officers on August 11, 2007.
  • 2Awards are part of the 2005 Omnibus Incentive Plan and cover a performance period from July 1, 2007, to June 30, 2009.
  • 3Performance goals are based on consolidated revenue and consolidated net cash provided by operating activities.
  • 4Payouts are tiered, with 0% award for achieving less than 80% of goals, up to 150% award for achieving 120% or more of goals.
  • 5The structure allows for higher payouts for exceeding targets (up to 150% of target award).
  • 6The payout calculation considers either full period results or a sum of six-month period results, whichever is greater.
  • 7Revenue and cash flow awards are independent, meaning one can be earned without the other.

Frequently Asked Questions

The report details Performance Share Awards granted to named executive officers. These are equity awards tied to achieving specific financial performance goals.

The awards are based on two key metrics: consolidated revenue and consolidated net cash provided by operating activities over a 24-month performance period.

The awards are designed to reward overachievement. Achieving 120% or more of the performance goal can result in a payout of up to 150% of the target award amount, for both revenue and cash flow metrics.

No, the payouts for Revenue Awards and Cash Flow Awards are independent. Executives can earn awards for one metric without necessarily earning awards for the other.