8-KLeadership Changes

FLEX LTD. 8-K Report, Executive Changes (Jun 16, 2023)

Filed June 16, 2023For Securities:FLEX

Summary

Flex Ltd. (FLEX) filed an 8-K on June 16, 2023, disclosing details of its Annual Incentive Bonus Plan for Fiscal Year 2024, approved by the Board of Directors on June 14, 2023. This plan outlines the structure for executive bonuses, tying cash compensation to the achievement of specific financial and operational performance goals. The primary performance measures for the company-wide bonuses include operating profit, free cash flow, and revenue targets. Additionally, certain executives will have performance tied to segment-level operating profit and revenue targets. The plan introduces a tiered structure for target bonus opportunities as a percentage of base salary, with the CEO at 165%, the CFO at 110%, and other named executive officers between 100% and 110%. Payouts can range from a threshold of 30% to a maximum of 200% of the target, contingent on meeting performance measures. The plan also incorporates adjustments for company-level operating profit (funding metric), environmental, social, and governance (ESG) metrics, and individual performance, allowing for modifications of up to +/- 20 percentage points and +/- 10 percentage points, respectively. Notably, the plan uses adjusted, non-GAAP measures for performance calculation and grants the Compensation Committee discretion to exclude extraordinary items.

Key Highlights

  • 1Flex Ltd. has formalized its Annual Incentive Bonus Plan for Fiscal Year 2024.
  • 2Executive bonuses will be based on achieving pre-established performance goals at both the company and segment levels.
  • 3Key performance metrics include company-level operating profit, free cash flow, and revenue.
  • 4Target bonus opportunities are set as a percentage of base salary, with specific allocations for the CEO (165%), CFO (110%), and other named executive officers (100-110%).
  • 5Bonus payouts can range from 30% to 200% of the target award, depending on performance.
  • 6The plan incorporates adjustments based on company operating profit (funding metric), ESG metrics (+/- 10%), and individual performance (+/- 10%).
  • 7Performance is calculated using adjusted, non-GAAP measures, and the Compensation Committee has discretion to exclude extraordinary items.

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