8-KLeadership Changes

Hewlett Packard Enterprise Co 8-K Report, Executive Changes (Mar 17, 2021)

Filed March 17, 2021For Securities:HPEHPE-PC

Summary

This 8-K filing from Hewlett Packard Enterprise Company (HPE) on March 17, 2021, details significant changes to the compensation package for Tarek Robbiati, an executive officer. The primary focus is on an equity award granted on March 15, 2021, which includes both time-based and performance-based restricted stock units. These awards are designed to incentivize Mr. Robbiati and align his interests with those of shareholders through vesting schedules tied to continued service and company performance metrics.

Key Highlights

  • 1Tarek Robbiati received an equity award on March 15, 2021, comprising restricted stock units (RSUs) and performance-based RSUs (PARSUs).
  • 2The RSUs vest in two equal tranches on December 15, 2021, and December 15, 2022, contingent upon continued service.
  • 3The PARSUs vest in three equal tranches on December 15 of 2021, 2022, and 2023, subject to continued service and achievement of non-GAAP net income goals.
  • 4PARSU payout can range from 0% to 200% of target shares, with an additional multiplier based on relative total shareholder return (TSR) against the S&P 500 constituents.
  • 5Mr. Robbiati's base salary was increased to $850,000, effective at the beginning of fiscal year 2021.
  • 6His target annual incentive award was increased to 150% of base salary.
  • 7The expected fair value of Mr. Robbiati's long-term incentive grant for fiscal year 2022 is $5.5 million.

Frequently Asked Questions

Mr. Robbiati's compensation package includes a significant equity award consisting of time-based restricted stock units and performance-based restricted stock units (PARSUs). Additionally, his base salary has been increased to $850,000, and his target annual incentive award is now 150% of his base salary.

The PARSUs vest based on two primary criteria: continued service and the achievement of predetermined goals related to HPE's non-GAAP net income. The actual number of shares received can be adjusted by a multiplier reflecting the company's relative total shareholder return (TSR) performance compared to the S&P 500.

The PARSUs offer substantial potential upside, as the number of shares vesting for each tranche can range from 0% to 200% of the target number. This is further influenced by the company's relative TSR performance, providing a strong incentive for executive performance and shareholder value creation.

The time-based restricted stock units vest in two equal tranches on December 15, 2021, and December 15, 2022. The performance-based restricted stock units (PARSUs) vest in three equal tranches on December 15 of each of 2021, 2022, and 2023, contingent upon meeting performance and service conditions.