Summary
Rockwell Automation, Inc. (ROK) filed an 8-K on October 4, 2016, primarily to report the execution of new Change of Control Agreements with key executives, including Blake D. Moret, Theodore D. Crandall, Frank C. Kulaszewicz, and Douglas M. Hagerman. These new agreements, effective from September 30, 2016, replace previous agreements that expired on the same date. The core purpose of these agreements is to provide financial and other protections to these officers in the event of a change of control of the company. The new agreements maintain substantially similar terms and conditions to the prior ones, ensuring continuity in executive compensation and severance packages. Key updates include clarifications on the timing of severance payments for Section 409A compliance, adjustments to the bonus component calculation for severance, and defined limits on benefits provided to executives post-termination. These modifications aim to enhance clarity and compliance while continuing to incentivize and retain senior leadership.
Key Highlights
- 1New Change of Control Agreements were entered into with key officers, effective September 30, 2016.
- 2These agreements replace prior agreements that expired on the same date.
- 3The new agreements are designed to protect executives in the event of a change of control of Rockwell Automation.
- 4Key changes include clarifications on severance payment timing for Section 409A compliance.
- 5The bonus component for severance calculation timing has been adjusted.
- 6Benefits provided to executives after termination are now more limited and clarified.
- 7The agreements are in effect for a change of control occurring between September 30, 2016, and October 1, 2019.