8-KEarnings & ResultsLeadership ChangesExhibits & Filings

ALTRIA GROUP, INC. 8-K Report, Financial Results (Jan 30, 2015)

Filed January 30, 2015For Securities:MO

Summary

This 8-K filing from Altria Group, Inc. (MO) on January 30, 2015, primarily announces significant leadership transitions and incorporates their 2014 full-year earnings results. The most impactful news for investors centers on the planned retirement of President and Chief Operating Officer David R. Beran after a long tenure, and the subsequent appointments of Howard A. Willard III as the new COO and William F. Gifford, Jr. as the new CFO. These executive changes suggest a focus on continuity and internal promotion, with both Willard and Gifford having extensive experience within Altria. The filing also details their new compensation packages, including base salaries and restricted stock units, indicating a commitment to retaining and incentivizing key leadership through equity. While the specific 2014 financial performance details are in the referenced earnings release, this 8-K underscores strategic leadership adjustments.

Key Highlights

  • 1Retirement of President and Chief Operating Officer David R. Beran, effective March 1, 2015, after 38 years of service.
  • 2Howard A. Willard III appointed Executive Vice President and Chief Operating Officer.
  • 3William F. Gifford, Jr. appointed Executive Vice President and Chief Financial Officer.
  • 4Martin J. Barrington will assume the role of President in addition to his CEO and Chairman duties.
  • 5New compensation packages for Willard and Gifford include base salaries of $800,000 and $610,000, respectively, along with significant restricted stock unit grants.
  • 6David R. Beran to receive pro-rated incentive payments and a lump-sum cash payment based on unvested restricted stock awards upon retirement.
  • 7Incorporates Altria's 2014 full-year earnings results via an attached press release (Exhibit 99.1).

Frequently Asked Questions

The most significant change is the retirement of President and Chief Operating Officer David R. Beran. Following his retirement, Howard A. Willard III will become the new COO and William F. Gifford, Jr. will become the new CFO. Martin J. Barrington will also add the title of President to his existing roles as Chairman and CEO.

Howard A. Willard III's new annual salary will be $800,000, and William F. Gifford, Jr.'s will be $610,000. Both have also received special grants of 27,500 restricted stock units that will vest over five years. Their incentive and long-term incentive targets have also been adjusted to reflect their new roles.

This 8-K filing incorporates Altria's 2014 full-year earnings press release (Exhibit 99.1) by reference. Specific financial performance details, such as revenue, net income, and earnings per share for 2014, are contained within that press release.

Upon retirement, Mr. Beran will be eligible for pro-rated cash payments for his service through February 28, 2015, under the annual incentive award program and the long-term incentive plan. He will also receive a lump-sum cash payment calculated based on the value of his unvested 2013 and 2014 restricted stock awards.