8-KLeadership ChangesExhibits & Filings

GENERAL ELECTRIC CO 8-K Report, Executive Changes (Aug 20, 2020)

Filed August 20, 2020For Securities:GE

Summary

General Electric Company (GE) filed an 8-K on August 20, 2020, to announce significant changes to the employment agreement and compensation of its Chairman and CEO, H. Lawrence Culp, Jr. The company's Board of Directors approved an extension of Mr. Culp's employment agreement through August 2024, with a potential further extension to August 2025. This extension is designed to ensure leadership stability and continuity during a critical period for the company. In conjunction with the extended tenure, Mr. Culp received a one-time equity performance grant consisting of performance shares. This award is structured to incentivize Mr. Culp to remain with GE and drive shareholder value through stock price appreciation. The grant's vesting is directly tied to GE's stock performance against a baseline price, with potential payouts ranging from 50% to 150% of the target award based on specific stock price appreciation levels. Notably, Mr. Culp is voluntarily forfeiting his previously granted inducement PSUs as part of this new arrangement.

Key Highlights

  • 1H. Lawrence Culp, Jr.'s employment agreement extended through August 2024, with a potential to August 2025.
  • 2One-time equity performance grant awarded to Mr. Culp, incentivizing long-term commitment and stock price appreciation.
  • 3Performance shares award targets 9,295,352 shares, with vesting tied to GE's stock price performance.
  • 4Vesting conditions require a minimum 50% stock price increase from a baseline of $6.67.
  • 5Maximum payout (150%) achieved if stock price reaches 250% of the baseline ($16.67 average).
  • 6Mr. Culp relinquishes rights to prior inducement PSUs.
  • 7The Board cited alignment with shareholder interests and long-term value creation as reasons for the decision.

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