8-K/ALeadership Changes

Seagate Technology Holdings plc 8-K/A Report, Executive Changes (Sep 7, 2018)

Filed September 7, 2018For Securities:STX

Summary

This 8-K/A filing from Seagate Technology Holdings plc (STX) serves as an amendment to a previous 8-K filed on July 30, 2018. The primary purpose of this amendment is to disclose the specific compensation packages awarded to Kathryn R. Scolnick upon her expanded role as Interim Chief Financial Officer and Geraldine Hottier-Fayon in connection with her expanded role as Interim Principal Accounting Officer. For investors, the key takeaway is the significant special cash and equity awards granted to Ms. Scolnick, totaling $2,050,000 ($1,050,000 cash and $1,000,000 in equity). This compensation includes a large immediate cash payment with a clawback provision and a deferred cash payment, alongside a multi-year equity grant. Ms. Hottier-Fayon also received a $100,000 cash award and a $250,000 equity award, both with specified payment and vesting schedules. These awards are likely intended to incentivize and retain these key finance executives during a critical period for the company.

Key Highlights

  • 1Amendment to a prior 8-K filing to disclose executive compensation for interim finance roles.
  • 2Kathryn R. Scolnick appointed Interim Chief Financial Officer and received significant compensation.
  • 3Ms. Scolnick's compensation includes a $1,050,000 special cash award with a clawback provision on the initial tranche.
  • 4Ms. Scolnick also received a $1,000,000 special equity award in the form of restricted share units vesting over four years.
  • 5Geraldine Hottier-Fayon appointed Interim Principal Accounting Officer.
  • 6Ms. Hottier-Fayon's compensation includes a $100,000 special cash award payable in February 2019.
  • 7Ms. Hottier-Fayon also received a $250,000 special equity award in the form of restricted share units vesting over four years.

Frequently Asked Questions

Seagate is filing this amendment (8-K/A) to provide additional disclosure on the specific compensation details for Kathryn R. Scolnick and Geraldine Hottier-Fayon, who were appointed to interim finance roles. This information was not available at the time of the original 8-K filing.

The total value of the special awards granted to Ms. Scolnick is $2,050,000, comprising $1,050,000 in cash and $1,000,000 in equity (restricted share units).

Yes, the initial tranche of Ms. Scolnick's $700,000 cash award is subject to a 6-month clawback. If her employment terminates within six months under circumstances not eligible for severance benefits, she will be required to repay the full amount of this initial tranche.

Both Ms. Scolnick's and Ms. Hottier-Fayon's equity awards are in the form of restricted share units, with one-fourth vesting each year on the first four anniversaries of the grant date (September 10, 2018).