8-KLeadership Changes

Seagate Technology Holdings plc 8-K Report, Executive Changes (Sep 27, 2016)

Filed September 27, 2016For Securities:STX

Summary

Seagate Technology Holdings plc filed an 8-K report on September 27, 2016, detailing the vesting of performance share units (PSUs) granted in 2013 under its 2012 Equity Incentive Plan. These PSUs were subject to a three-year performance period ending July 1, 2016, with vesting contingent on achieving average annual return on invested capital (ROIC) and relative total shareholder return (TSR) against a peer group. The Compensation Committee certified the performance metrics on September 26, 2016. The PSUs will vest at 98% of the target level, based on a three-year average annual ROIC of 54% and a relative TSR at the 18th percentile. This report provides transparency to investors regarding executive compensation outcomes tied to company performance.

Key Highlights

  • 1Seagate Technology Holdings plc announced the vesting of Performance Share Units (PSUs) for certain executive officers.
  • 2The PSUs were granted on September 9 and September 20, 2013, under the 2012 Equity Incentive Plan.
  • 3The performance period for these PSUs concluded on July 1, 2016.
  • 4Vesting is based on achieving specific financial performance metrics: average annual Return on Invested Capital (ROIC) and relative Total Shareholder Return (TSR).
  • 5The Compensation Committee certified that the PSUs will vest at 98% of the target level.
  • 6The achieved three-year average annual ROIC was 54%.
  • 7The relative TSR was at the 18th percentile compared to a selected peer group.

Frequently Asked Questions

The main purpose of this 8-K filing is to inform investors about the certification of performance metrics and the resulting vesting of Performance Share Units (PSUs) for certain executive officers. This provides transparency on how executive compensation is tied to company performance over a three-year period.

The PSUs were eligible to vest based on the achievement of average annual Return on Invested Capital (ROIC) over the three-year performance period, modified by a factor based on the Company's relative Total Shareholder Return (TSR) percentile compared with a selected peer group.

The Compensation Committee certified that the PSUs will vest at 98% of the target. This is based on a three-year average annual ROIC of 54% and the company's relative TSR being at the 18th percentile over the performance period.

The filing lists specific named executive officers, including William D. Mosley (49,000 shares), David H. Morton, Jr. (2,117 shares), Patrick J. O’Malley (34,300 shares), and Albert Pimentel (34,300 shares), who will receive shares upon vesting.