8-KLeadership ChangesExhibits & Filings

EMERSON ELECTRIC CO 8-K Report, Executive Changes (Oct 5, 2018)

Filed October 5, 2018For Securities:EMR

Summary

This 8-K filing from Emerson Electric Co. (EMR) dated October 5, 2018, primarily details the retirement of President Edward L. Monser and the subsequent promotion of Michael H. Train. The report outlines the terms of Mr. Monser's retirement agreement, which includes a five-year non-compete clause and provisions for his continued eligibility for certain performance-based compensation and retirement benefits. This agreement aims to protect Emerson's confidential information and business interests while acknowledging Mr. Monser's contributions. Investors will note the formalization of leadership transition with Mr. Train's appointment as President. His base salary has been adjusted to $650,000 in connection with this promotion. The filing also confirms the attachment of the letter agreement with Mr. Monser as an exhibit, providing transparency on the post-retirement arrangements for a key executive.

Key Highlights

  • 1Edward L. Monser has retired as President of Emerson Electric Co. as of October 1, 2018.
  • 2A letter agreement was entered into with Mr. Monser on October 2, 2018, detailing his retirement terms.
  • 3The agreement includes a five-year non-compete and non-solicitation clause, as well as confidentiality obligations.
  • 4Mr. Monser remains eligible for certain performance-based compensation (2018 annual bonus, 2016/2017 performance shares, and potentially 2018 performance shares) and retirement benefits.
  • 5Mr. Monser has agreed to be available for consulting on an as-needed basis.
  • 6Michael H. Train has been promoted to President, effective October 1, 2018.
  • 7Mr. Train's base salary has been increased to $650,000 in connection with his new role.

Frequently Asked Questions

The agreement includes a five-year non-compete and non-solicitation period, protection of confidential information, and reaffirmation of existing obligations. He will continue to be eligible for his 2018 annual bonus, earned awards under 2016/2017 performance shares, and potentially a pro rata payout of 2018 performance shares, subject to company performance. His vested stock options and restricted stock awards will vest/remain exercisable as per existing terms, and he will receive pension and 401(k) distributions according to plan rules. He also agreed to be available for consulting.

This filing formalizes a planned leadership transition. Mr. Monser's departure marks the end of his tenure as President, with provisions to protect Emerson's interests. Mr. Train's promotion to President signifies continuity in leadership, with a salary adjustment reflecting his increased responsibilities. The agreement with Mr. Monser aims to ensure a smooth transition and prevent competitive disruption.

Yes, if Mr. Monser violates any of his obligations under the letter agreement, he will forfeit all payments and benefits to be provided under the agreement. He will also be required to repay one-half of the economic value of all benefits already provided to him as liquidated damages.

In connection with his promotion to President, Michael H. Train's base salary was increased to $650,000.