Summary
Fair Isaac Corporation (FICO) has announced a leadership transition concerning Stephanie Covert, Executive Vice President, Software. Ms. Covert is transitioning from her executive role effective November 2, 2023, but will remain with the company in a non-executive capacity as Vice President, Software Technology until December 31, 2023. This transition involves a new Letter Agreement outlining her compensation and benefits during this period, as well as severance arrangements upon her departure.
Key Highlights
- 1Stephanie Covert, EVP of Software, is stepping down from her executive role but will remain with FICO in a non-executive position until December 31, 2023.
- 2Ms. Covert's transition includes a new Letter Agreement with specific compensation terms for the remainder of her employment.
- 3She will receive a base salary of $500,000 annualized and is eligible for a pro-rated Management Incentive Plan (MIP) award of $375,000 for fiscal year 2023, subject to continued employment.
- 4Upon her departure by December 9, 2023, or at the end of her term on December 31, 2023, Ms. Covert is entitled to three months of base salary severance, outplacement services, and 12 months of COBRA benefits continuation.
- 5Her receipt of severance is contingent on signing a release of claims and adhering to post-employment restrictions.
- 6The agreement also preserves existing severance benefits under her Management Agreement, including potential severance pay and accelerated vesting of equity upon termination without Cause or resignation for Good Reason within a specific timeframe around a change of control.
Frequently Asked Questions
The filing states that Stephanie Covert is 'transitioning out of her role' as Executive Vice President, Software. The exact reasons beyond this are not detailed, but she will remain with the company in a non-executive capacity for a defined period.
FICO will provide Ms. Covert with a base salary of $500,000 annualized during her remaining employment, a pro-rated MIP award of $375,000 for FY23, and potential severance payments of three months' base salary, outplacement services, and 12 months of COBRA continuation. The company's standard Management Agreement also outlines potential additional severance and equity vesting in specific termination scenarios.
As Ms. Covert is transitioning from her executive role as EVP of Software, her departure will necessitate a change in leadership for that division. However, she will continue in a non-executive Vice President, Software Technology role through December 31, 2023, which may facilitate a smoother transition.
To receive the outlined severance pay and benefits, Ms. Covert must execute a release of claims against the company, comply with her proprietary information and inventions agreement, post-employment restrictions, and other agreements, cooperate in the transition of her duties, and return all company property.