Summary
This SEC Form 8-K filing by Emerson Electric Co. (EMR) on November 3, 2005, reports on the voluntary resignation of James G. Berges from his roles as Director and President, effective November 1, 2005. In connection with his retirement, Mr. Berges has entered into a two-year consulting agreement with the Company. This agreement includes provisions for him to provide advisory services, maintain confidentiality, and adhere to non-competition and non-solicitation clauses for a specified period post-employment. Key financial implications for investors include Mr. Berges' eligibility for a pro-rata (50%) payout of performance shares under the 2004 Performance Share plan, accelerated vesting of certain restricted stock awards, and continued eligibility for pension benefits. His outstanding stock options will also vest on his retirement date with an extended exercise period. These benefits are subject to his adherence to the terms of the agreements, with penalties for violation including forfeiture of awards and potential recovery of option gains. Additionally, David Farr, CEO, has assumed the role of President.
Key Highlights
- 1James G. Berges, former Director and President, retired effective November 1, 2005.
- 2Mr. Berges entered into a two-year consulting agreement with Emerson Electric Co.
- 3Consulting services will be provided for up to 40 days per 12-month period, with an annual fee of $250,000.
- 4Mr. Berges agreed to non-competition and non-solicitation clauses for specific periods.
- 5He remains eligible for a pro-rata (50%) performance share payout and accelerated vesting of restricted stock awards.
- 6Unvested stock options will automatically vest on his retirement date, with an extended exercise period.
- 7David Farr, CEO, has also been appointed President of the Company.