8-KLeadership ChangesRegulation FD

Seagate Technology Holdings plc 8-K Report, Executive Changes (Jul 24, 2013)

Filed July 24, 2013For Securities:STX

Summary

Seagate Technology Holdings plc (STX) filed an 8-K on July 24, 2013, detailing two primary events. First, the company announced increases to the annual base salaries of its Chief Executive Officer, Stephen J. Luczo, Chief Financial Officer, Patrick J. O’Malley, and Executive Vice President of Operations, William D. Mosley. These salary adjustments are set to become effective on September 23, 2013. More significantly, the filing reported a favorable decision from the Court of Appeals of the State of Minnesota. The court affirmed a binding arbitration award in favor of Seagate, which originally determined that Western Digital Corporation and a former employee misappropriated Seagate's trade secrets. The initial award was for $525,000,000 in compensatory damages, growing to $630,431,501 with interest. While a lower court had partially vacated this award, the Court of Appeals reversed that decision, remanding for confirmation of the full arbitration award. Seagate views this as a major victory, though Western Digital intends to seek further review.

Key Highlights

  • 1CEO Stephen J. Luczo's base salary increased from $1,050,000 to $1,200,000.
  • 2CFO Patrick J. O’Malley's base salary increased from $549,037 to $565,000.
  • 3EVP of Operations William D. Mosley's base salary increased from $524,035 to $600,000.
  • 4All executive salary increases are effective September 23, 2013.
  • 5Minnesota Court of Appeals confirmed a binding arbitration award in favor of Seagate.
  • 6The arbitration award stems from trade secret misappropriation by Western Digital and a former employee.
  • 7The confirmed award totals $630,431,501 (including interest), originally $525,000,000 in compensatory damages.

Frequently Asked Questions

The Minnesota Court of Appeals upheld a previous binding arbitration award that found Western Digital and a former employee misappropriated Seagate's trade secrets. This decision reinstates a significant award of over $630 million in favor of Seagate, reversing a lower court's decision that had partially vacated the award.

Seagate's CEO, Stephen J. Luczo, will see his annual base salary rise to $1,200,000 from $1,050,000. The CFO, Patrick J. O’Malley, will have his salary increased to $565,000 from $549,037. Additionally, EVP of Operations, William D. Mosley, will receive an increase to $600,000 from $524,035. These changes are effective September 23, 2013.

Seagate is pleased with the Court of Appeals' decision and believes it is correct. Western Digital has stated its intention to petition for review with the Minnesota Supreme Court. Seagate plans to oppose this petition and continue to defend the arbitration award.

The filing also includes standard forward-looking statements, cautioning investors about potential risks and uncertainties that could affect future results, and references Seagate's Form 10-K for more detailed risk factors.