8-K/ALeadership ChangesOther EventsExhibits & Filings

Howmet Aerospace Inc. 8-K/A Report, Executive Changes (Feb 15, 2019)

Filed February 15, 2019For Securities:HWM

Summary

This 8-K/A filing from Howmet Aerospace Inc. (filed under Arconic Inc. at the time) serves to provide previously unavailable compensation details for its newly appointed Chairman and CEO, John C. Plant, and COO, Elmer L. Doty. The key information disclosed pertains to their base salaries, significant equity awards in the form of restricted stock units (RSUs), and substantial performance-based cash bonus opportunities tied to stock price appreciation. These arrangements are designed to incentivize and retain key leadership during a critical period for the company.

Key Highlights

  • 1John C. Plant appointed as CEO with a base salary of $1,600,000 and a one-time RSU award of 1,000,000 shares, vesting after one year.
  • 2Mr. Plant is eligible for a special cash-based outperformance bonus with a potential value of up to $20,000,000, contingent on achieving specific stock price thresholds between $22.20 and $30.00 within two years.
  • 3Elmer L. Doty appointed as COO with a base salary of $950,000 and a two-year employment term.
  • 4Mr. Doty receives multiple RSU awards totaling 735,000 shares, with staggered vesting over his employment term.
  • 5Mr. Doty is also eligible for a special cash-based outperformance bonus with a potential value of up to $10,000,000, subject to similar stock price performance conditions as Mr. Plant.
  • 6Both executives have entered into agreements that include perpetual confidentiality covenants and non-competition/non-solicitation clauses for one year post-employment.
  • 7The equity awards were granted under the NYSE's employment inducement exemption.

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