8-KLeadership ChangesExhibits & Filings

FIRSTENERGY CORP 8-K Report, Executive Changes (Jul 24, 2015)

Filed July 24, 2015For Securities:FE

Summary

FirstEnergy Corp. (FE) filed an 8-K on July 24, 2015, primarily detailing amendments to its Executive Deferred Compensation Plan. The key change, effective for elections made on or after November 1, 2015, impacts how executives can defer compensation. Specifically, Restricted Stock Units (RSUs) can now only be deferred into a stock account, not a separate RSU account. Furthermore, the ability to receive distributions after a specified period (e.g., three years) is eliminated for amounts deferred to the stock account, including deferred RSUs. Instead, these amounts will be held until separation from service, death, or disability, at which point they will be transferred to a retirement account and paid out in cash based on retirement account distribution elections. This amendment signifies a shift in the deferred compensation structure, potentially increasing the holding period and altering the payout mechanism for a portion of executive compensation. Investors should note that the plan also incorporates prior amendments and administrative changes. The full details of the revised plan are available in Exhibit 10.1 of the filing.

Key Highlights

  • 1FirstEnergy Corp. amended and restated its Executive Deferred Compensation Plan.
  • 2The amendments are effective for deferral elections made on or after November 1, 2015.
  • 3Restricted Stock Units (RSUs) can only be deferred into a stock account, not a separate RSU account.
  • 4The option to receive distributions after a fixed period (e.g., three years) is removed for deferred stock account amounts.
  • 5Amounts deferred to the stock account, including RSUs, are now held until separation from service, death, or disability.
  • 6Upon separation, death, or disability, deferred amounts are transferred to a retirement account and paid in cash based on retirement account distribution elections.
  • 7The filing incorporates prior administrative changes and Amendment No. 1 to the plan.

Frequently Asked Questions

The main purpose of the amendments is to modify how eligible employees, including executives, can defer compensation. Key changes involve how Restricted Stock Units (RSUs) are handled and when deferred compensation becomes payable.

Under the amended plan, participants can no longer defer RSUs to a separate RSU account. All RSU deferrals must now go into the general stock account. This is effective for elections made on or after November 1, 2015.

For amounts deferred to the stock account (including deferred RSUs), the previous option to receive distributions after a specified period (like three years) has been eliminated. These funds will now be held until the executive's separation from service, death, or disability. At that point, the funds will be transferred to their retirement account and paid out in cash according to their retirement account distribution elections.

The amended and restated plan also incorporates previously made administrative changes and Amendment No. 1, which became effective on February 23, 2015. The full and complete terms are detailed in Exhibit 10.1 of the filing.