Summary
This 8-K/A filing from 3M Company details the updated compensation and benefit arrangements for two key executive transitions effective July 1, 2018. Michael F. Roman will assume the role of Chief Executive Officer, succeeding Inge G. Thulin, who will transition to Executive Chairman of the Board. The filing outlines the specific cash compensation, long-term incentive structures, and benefits provided to both executives in their new capacities. For Mr. Roman as CEO, the compensation includes a base salary of $1.2 million and a target annual incentive of $1.92 million, with long-term incentives in the form of stock options and performance shares. Mr. Thulin as Executive Chairman will receive a base salary of $1 million and a target annual incentive of $1.5 million, also with long-term incentives. Both compensation packages are subject to adjustments based on performance and board discretion. The company also details specific perquisites for each executive, such as corporate aircraft use and financial planning assistance, but explicitly states no tax gross-up payments will be provided.
Key Highlights
- 1Michael F. Roman appointed CEO effective July 1, 2018, succeeding Inge G. Thulin.
- 2Inge G. Thulin appointed Executive Chairman of the Board effective July 1, 2018.
- 3Mr. Roman's target annual cash compensation as CEO is $3.12 million ($1.2M base salary + $1.92M target incentive).
- 4Mr. Thulin's target annual cash compensation as Executive Chairman is $2.5 million ($1M base salary + $1.5M target incentive).
- 5Both executives will receive long-term incentives, generally in the form of stock options and performance shares, with value dependent on performance and stock price.
- 6Both compensation packages will be prorated for 2018 from July 1.
- 73M will not provide tax gross-up payments for any benefits or perquisites for either executive.