8-KLeadership ChangesExhibits & Filings

Roblox Corp 8-K Report, Executive Changes (Mar 17, 2023)

Filed March 17, 2023For Securities:RBLX

Summary

Roblox Corporation (RBLX) announced on March 16, 2023, the adoption of a new Deferred Compensation Plan, effective March 15, 2023. This plan allows for eligible non-employee directors and a select group of management and highly compensated employees to voluntarily defer a portion of their compensation. Participants can defer up to 90% of base salary and 100% of cash bonuses, director fees, restricted stock units (RSUs), and performance stock units (PSUs). The deferred compensation amounts are unsecured general obligations of Roblox and rank equally with other unsecured and unsubordinated indebtedness. This plan provides an opportunity for key personnel to defer current income and potentially benefit from future stock appreciation and dividend equivalents. The company retains the right to amend or terminate the plan, provided it does not reduce existing deferral balances.

Key Highlights

  • 1Adoption of a new Deferred Compensation Plan approved by the Board of Directors on March 16, 2023.
  • 2Plan allows voluntary deferral of compensation for non-employee directors and select highly compensated employees.
  • 3Eligible participants can defer up to 90% of base salary and 100% of cash bonuses, director fees, RSUs, and PSUs.
  • 4Deferred amounts are unsecured general obligations of Roblox, ranking equally with other unsecured debt.
  • 5Deferred cash can be invested in hypothetical funds chosen by the participant.
  • 6Deferred stock units (RSUs/PSUs) will be paid out in Roblox Class A common stock, including dividend equivalents.
  • 7Roblox reserves the right to amend or terminate the plan, but not to reduce accrued deferral amounts.

Frequently Asked Questions

The plan allows key personnel, including non-employee directors and a select group of management and highly compensated employees, to voluntarily defer a portion of their compensation. This can provide tax deferral benefits and an opportunity to invest in the company's future performance.

Eligibility is limited to non-employee directors and, at the discretion of the plan committee, members of a 'select group of management or highly compensated employees' as defined by ERISA.

Deferred compensation is generally payable upon separation from service or at a date elected by the participant. Lump-sum payments are made in the event of disability, death, or a qualifying change in control. Deferred stock units are paid in Roblox Class A common stock, and dividend equivalents will be credited.

The deferred compensation obligations are unsecured general obligations of Roblox, ranking equally with other unsecured and unsubordinated indebtedness. They are not guaranteed by any third party.