8-KLeadership ChangesExhibits & Filings

CARPENTER TECHNOLOGY CORP 8-K Report, Executive Changes (Jun 3, 2015)

Filed June 3, 2015For Securities:CRS

Summary

Carpenter Technology Corporation (CRS) has announced a significant leadership transition in this 8-K filing dated June 3, 2015. Effective July 1, 2015, Tony R. Thene, currently Senior Vice President and Chief Financial Officer, has been appointed as the new President and Chief Executive Officer, and also a member of the Board of Directors. Mr. Thene brings extensive experience from his prior 23-year tenure at Alcoa, including significant financial and SEC reporting expertise. This appointment marks a strategic move to solidify executive leadership. Gregory A. Pratt, who has been serving as interim CEO, will transition to interim Executive Chairman of the Board, remaining a director. Concurrently, Mr. Thene will step down as CFO, with Timothy Lain, Vice President-Controller and Chief Accounting Officer, appointed as acting Chief Financial Officer while a permanent successor is sought. Investors should note the compensation details for Mr. Thene, including his base salary, bonus potential, and significant equity awards.

Key Highlights

  • 1Tony R. Thene appointed President and CEO, effective July 1, 2015.
  • 2Mr. Thene, previously CFO, has a strong background with 23 years at Alcoa.
  • 3Gregory A. Pratt transitions from interim CEO to interim Executive Chairman.
  • 4Timothy Lain appointed Acting Chief Financial Officer.
  • 5Thene's new compensation package includes a $700,000 base salary, 100% target bonus, and a $2.2 million equity award for FY16.
  • 6The appointment of new permanent leadership is a key event for the company's strategic direction.

Frequently Asked Questions

Tony R. Thene has been appointed as the new President and Chief Executive Officer, effective July 1, 2015. He will also join the Board of Directors.

Mr. Thene joined Carpenter Technology in January 2013 as Senior Vice President and Chief Financial Officer. Before that, he spent 23 years at Alcoa Inc., holding various senior financial positions, including Chief Financial Officer for Alcoa's Engineered Products and Solutions business and Vice President & Controller.

Gregory A. Pratt, who has served as interim Chief Executive Officer, will remain on the Board of Directors and will serve as interim Executive Chairman of the Board.

In connection with Mr. Thene's promotion, Timothy Lain, currently Vice President-Controller and Chief Accounting Officer, has been appointed as acting Chief Financial Officer. The company will search for a permanent successor.

Mr. Thene's compensation includes a base salary of $700,000 effective July 1, 2015. He is eligible for the Executive Bonus Compensation Plan with a target cash bonus of 100% of his salary for fiscal year ending June 30, 2016. He will also receive an annual equity incentive award with a grant date fair value of $2,200,000 for fiscal year ending June 30, 2016.