8-KLeadership ChangesExhibits & Filings

Howmet Aerospace Inc. 8-K Report, Executive Changes (Jan 17, 2020)

Filed January 17, 2020For Securities:HWM

Summary

This 8-K filing from Arconic Inc. (now Howmet Aerospace Inc. as of the date of this filing, though the document refers to Arconic Inc.) announces a significant executive appointment and compensation package related to the upcoming legal separation of the company. Specifically, Timothy D. Myers has been appointed as the Chief Executive Officer of Arconic Corporation, which will be the entity post-separation. His employment is contingent upon the separation occurring by July 31, 2020, and he will transition from his current roles within Arconic Inc. to lead the new corporation.

Key Highlights

  • 1Timothy D. Myers appointed CEO of the future Arconic Corporation.
  • 2Myers's appointment is contingent upon the legal separation of Arconic Inc. no later than July 31, 2020.
  • 3Myers's compensation package includes a base salary of $850,000 and a target annual bonus of 125% of base salary.
  • 4Significant equity awards for Mr. Myers include a $1.72 million restricted share unit award and a $2.58 million performance-based restricted share unit award (at target).
  • 5Mr. Myers will be subject to a confidentiality, non-competition, and non-solicitation agreement for one year post-termination.
  • 6Relocation benefits are provided for Mr. Myers to move to the Pittsburgh, Pennsylvania area.
  • 7Mr. Myers has a long tenure with the company, joining in 1991 and holding various leadership roles.

Frequently Asked Questions

The primary purpose of this 8-K filing is to announce the appointment of Timothy D. Myers as the Chief Executive Officer of Arconic Corporation, which is set to be a separate entity following the legal separation from Arconic Inc. (now Howmet Aerospace Inc.). It also details his compensation and employment terms.

Mr. Myers's appointment as CEO of Arconic Corporation is effective upon the legal separation of the company. This separation is expected to occur no later than July 31, 2020, although this date can be extended by mutual agreement.

Mr. Myers's compensation package includes an annual base salary of $850,000, a target annual bonus of 125% of his base salary, and eligibility for annual equity awards. Notably, his 2020 equity awards will consist of $1.72 million in restricted share units vesting over three years and $2.58 million (at target) in performance-based restricted share units, also subject to a three-year vesting period tied to performance.

Yes, Mr. Myers has agreed to a confidentiality, non-competition, and non-solicitation agreement. This includes perpetual confidentiality obligations and one-year post-termination restrictions on competing with the company and soliciting its employees and customers. These agreements will be assigned to Arconic Corporation upon separation.