8-KLeadership ChangesCorporate ChangesExhibits & Filings

ALTRIA GROUP, INC. 8-K Report, Executive Changes (Dec 15, 2010)

Filed December 15, 2010For Securities:MO

Summary

This 8-K filing by Altria Group, Inc. on December 15, 2010, primarily announces significant executive leadership changes effective January 1, 2011. These changes include the promotion of three key executives to new Vice Chairman and Chief Financial Officer roles, reflecting a strategic reshuffling of responsibilities within the company's senior management. Specifically, David R. Beran will assume the role of Vice Chairman, Business Operations, while Martin J. Barrington will become Vice Chairman, Innovation, Public Affairs, Human Resources, and Compliance. Howard J. Willard is appointed Executive Vice President and Chief Financial Officer, with a corresponding increase in base salary and adjustments to incentive compensation targets. The filing also notes that the company's Amended and Restated By-Laws were amended in connection with these appointments, with related details provided in an attached press release and exhibits.

Key Highlights

  • 1Effective January 1, 2011, Altria Group announced significant executive leadership transitions.
  • 2David R. Beran appointed Vice Chairman, responsible for Business Operations.
  • 3Martin J. Barrington appointed Vice Chairman, responsible for Innovation, Public Affairs, Human Resources, and Compliance.
  • 4Howard J. Willard promoted to Executive Vice President and Chief Financial Officer.
  • 5Mr. Willard's base salary increases from $520,000 to $600,000 upon his promotion.
  • 6Adjustments to incentive and equity award targets for Mr. Willard are confirmed, linked to his new role and salary band.
  • 7Amendments to the company's Amended and Restated By-Laws were made effective December 15, 2010, in conjunction with these executive changes.

Frequently Asked Questions

Effective January 1, 2011, David R. Beran will become Vice Chairman of Business Operations, Martin J. Barrington will become Vice Chairman of Innovation, Public Affairs, Human Resources, and Compliance, and Howard J. Willard will become Executive Vice President and Chief Financial Officer.

Howard J. Willard's base salary will increase from $520,000 to $600,000. His target payouts for annual and long-term incentive awards, as well as equity awards, will also be adjusted to reflect his new salary band B level.

Yes, in connection with the officer appointments, the Board of Directors amended certain provisions of Altria's Amended and Restated By-Laws, effective December 15, 2010. These amendments are included as an exhibit to this filing.

More details are provided in the press release attached as Exhibit 99.1 to this Form 8-K, which is incorporated by reference. Additionally, compensation details are cross-referenced to the 'Compensation Discussion and Analysis' section of Altria's Proxy Statement filed on April 9, 2010.