8-KLeadership Changes

MERCADOLIBRE INC 8-K Report, Executive Changes (Jul 2, 2018)

Filed July 2, 2018For Securities:MELI

Summary

MercadoLibre, Inc. (MELI) filed an 8-K on July 2, 2018, reporting on actions taken by its Board of Directors on June 28, 2018, related to executive compensation. The report details the establishment of performance goals for the 2018 Bonus Program and the adoption of the 2018 Long Term Retention Program (LTRP) for named executive officers (NEOs) and senior management. These initiatives are designed to incentivize and retain key leadership by tying a portion of their compensation to corporate performance and stock price.

Key Highlights

  • 1Establishment of performance goals for the 2018 Bonus Program, based on net income, net revenue, and competitive net promoter score.
  • 2Named Executive Officers (NEOs) bonuses can be adjusted by up to +20% or -50% based on individual performance.
  • 3Target bonus opportunity for NEOs under the 2018 Bonus Program is set at 115% of their annual base salary.
  • 4Adoption of the 2018 Long Term Retention Program (LTRP) for NEOs and senior management.
  • 5The 2018 LTRP includes cash payments over six years, contingent on corporate performance and continued employment.
  • 6A significant portion of the 2018 LTRP payments will be tied to the Company's stock performance relative to its 2017 average closing price.
  • 7Target 2018 LTRP awards range from $1,120,000 for the CFO to $5,946,400 for the CEO.

Frequently Asked Questions

The 2018 Bonus Program's performance goals are based on achieving specific targets for net income, net revenue, and competitive net promoter score. Additionally, individual performance can lead to an adjustment in the bonus payout by up to +20% or -50%.

The 2018 LTRP provides eligible executives with cash payments over a six-year period. These payments are conditional on achieving corporate performance goals and continued employment. A unique feature links a portion of the payments to the company's stock price performance.

A portion of the annual payment under the 2018 LTRP is determined by comparing the company's stock price in a given year ('Applicable Year Stock Price') to the average closing stock price during the final 60 trading days of 2017. This incentivizes executives to drive long-term shareholder value.

The target 2018 LTRP award for Marcos Galperin, President & Chief Executive Officer, is $5,946,400. For Pedro Arnt, Executive Vice President & Chief Financial Officer, the target award is $1,120,000.