Summary
This 8-K/A filing from Teradyne, Inc. (TER) addresses an amendment to a previous filing concerning the departure of Mr. Charles J. Gray, Vice President and General Counsel. The amendment clarifies the terms of his separation, effective February 2, 2024, outlining an Executive Officer Agreement that allows for continued vesting of previously granted unvested equity awards (restricted stock units and stock options) through February 2, 2027. Mr. Gray also remains eligible for his pro-rata share of 2023 variable compensation and profit-sharing, as if he were still employed. In exchange for these provisions, Mr. Gray has agreed to non-competition and non-solicitation clauses through February 2, 2027, and has entered into an employment release. Investors should note that this agreement ensures a smooth transition and incentivizes Mr. Gray to act in Teradyne's best interest during his post-employment restrictive period, while also providing him with continued equity value realization.
Key Highlights
- 1Amendment clarifies terms of VP and General Counsel Charles J. Gray's retirement, effective February 2, 2024.
- 2An Executive Officer Agreement has been executed with Mr. Gray.
- 3Previously granted unvested equity awards (RSUs and stock options) will continue to vest through February 2, 2027 (Non-Competition Period).
- 4Vested stock options can be exercised for the remainder of their term.
- 5Mr. Gray is eligible for pro-rata 2023 variable compensation and profit-sharing payments.
- 6Mr. Gray has agreed to non-competition and non-solicitation restrictions until February 2, 2027.
- 7The agreement includes a standard employment release and other customary terms.