8-KLeadership Changes

QUALCOMM INC/DE 8-K Report, Executive Changes (Dec 18, 2013)

Filed December 18, 2013For Securities:QCOM

Summary

Qualcomm Inc. announced a significant leadership transition effective March 4, 2014. Steven M. Mollenkopf has been appointed Chief Executive Officer-elect and will officially assume the CEO role after the 2014 Annual Meeting of Stockholders. He will continue as President and was also appointed to the Board of Directors. Current CEO, Dr. Paul E. Jacobs, will transition to the role of Executive Chairman, focusing on technology development and long-term strategic opportunities. This change signifies a new chapter for Qualcomm's executive leadership. Accompanying this leadership change, Mr. Mollenkopf's compensation has been adjusted to reflect his new responsibilities. This includes a new base salary, eligibility for a significant annual bonus, and substantial restricted stock unit (RSU) grants totaling $50 million. These RSU grants include both special retention awards and a multi-year grant designed to front-load future equity awards. Investors should note the significant equity component intended to align Mr. Mollenkopf's interests with long-term shareholder value.

Key Highlights

  • 1Steven M. Mollenkopf appointed Chief Executive Officer-elect, transitioning to CEO post-March 4, 2014 Annual Meeting.
  • 2Dr. Paul E. Jacobs will step down as CEO and assume the role of Executive Chairman, focusing on strategy and technology.
  • 3Mr. Mollenkopf appointed to the Board of Directors, effective December 12, 2013.
  • 4Mr. Mollenkopf's compensation includes a $1.1 million base salary and a target bonus of 200% of his base salary.
  • 5Significant equity awards granted to Mr. Mollenkopf: $20 million in special retention RSUs and $30 million in multi-year RSUs.
  • 6The multi-year RSU grant is structured to front-load anticipated CEO equity awards over five years.
  • 7Disclosure regarding the compensation of Mr. Mollenkopf's brother, James D. Mollenkopf, who serves in a Senior Director role.

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