Summary
This Form 8-K filing from Harris Corporation, dated September 1, 2005, primarily details compensation adjustments and awards for its named executive officers. Key actions include performance share award payouts for the fiscal year ending July 1, 2005, the establishment of fiscal year 2006 base salaries and cash bonus structures, and the grant of stock options and new performance share awards for fiscal year 2006. These compensation decisions are tied to various performance metrics, including Earnings Per Share (EPS), divisional operating income and return on capital, and overall company return on capital. The filing also announces the appointment of a new director, Terry D. Growcock, to the Board, expanding its size. Investors should note the significant equity grants and the performance-based nature of executive compensation, which signal management's alignment with shareholder value creation.
Key Highlights
- 1Performance share awards were paid out for the fiscal year ended July 1, 2005, with payouts for certain executives like Bryan Roub ($380,520) and Robert Henry ($547,949) based on company EPS and divisional performance.
- 2Fiscal year 2006 base salaries were approved for named executive officers, with CEO Howard L. Lance receiving $925,000 and CFO Bryan R. Roub receiving $410,000.
- 3Fiscal year 2006 cash bonus levels were established, with significant potential payouts tied to EPS, revenue, and divisional performance. For instance, CEO Lance has a target bonus of $925,000 and a maximum of $1,850,000.
- 4Stock options were granted to named executive officers on August 26, 2005, at an exercise price of $37.19 per share. CEO Lance received options for 175,000 shares.
- 5Performance share awards for fiscal years 2006-2008 were granted to most named executive officers (excluding Bryan Roub), with payouts tied to cumulative company EPS and average return on capital.
- 6Terry D. Growcock was appointed to the Board of Directors, increasing the Board's size from ten to eleven members.