8-KLeadership ChangesRegulation FDExhibits & Filings

UNITED PARCEL SERVICE INC 8-K Report, Executive Changes (Aug 13, 2019)

Filed August 13, 2019For Securities:UPS

Summary

This 8-K filing from United Parcel Service, Inc. (UPS) announces a significant leadership transition in its finance department. Richard N. Peretz, the current Senior Vice President, Chief Financial Officer, and Treasurer, is set to retire from these roles effective September 16, 2019. While Mr. Peretz will step down from his executive positions, he will remain with UPS until December 31, 2019, to ensure a smooth handover of responsibilities. Concurrently, UPS has appointed Brian Newman as the new Senior Vice President, Chief Financial Officer, and Treasurer, also effective September 16, 2019. Mr. Newman brings extensive experience from PepsiCo, where he held various senior finance and operations roles over 26 years. The filing also details Mr. Newman's compensation package, which includes a base salary, incentive programs, long-term incentives, stock options, restricted stock units, and a performance-based cash award, reflecting a comprehensive remuneration designed to attract and retain executive talent for this critical role.

Key Highlights

  • 1Richard N. Peretz to retire as CFO and Treasurer effective September 16, 2019, remaining with UPS for transition until December 31, 2019.
  • 2Brian Newman appointed as the new Senior Vice President, Chief Financial Officer, and Treasurer, effective September 16, 2019.
  • 3Brian Newman joins UPS from PepsiCo, where he served for 26 years in senior finance and operations roles.
  • 4Mr. Newman's compensation package includes a base salary of $725,000.
  • 5Significant incentive and long-term compensation for Mr. Newman includes a target incentive award of 130% of base salary and a target LTIP award of 550% of base salary.
  • 6Mr. Newman will receive a $5,500,000 restricted stock unit grant vesting in March 2020.
  • 7The filing includes details on Mr. Newman's employment offer letter and a protective covenant agreement, outlining terms of employment, compensation, and post-employment obligations.

Frequently Asked Questions

The filing states that Richard N. Peretz has notified UPS of his intention to retire from his positions as Chief Financial Officer and Treasurer effective September 16, 2019. He will remain with the company until December 31, 2019, to assist with transition matters.

Brian Newman has been appointed as the new Senior Vice President, Chief Financial Officer, and Treasurer, effective September 16, 2019. He joins UPS from PepsiCo, where he has an extensive background in finance and operations.

Mr. Newman's compensation includes an annual base salary of $725,000, a Management Incentive Program award (target 130% of base salary), a Long-Term Incentive Performance (LTIP) program award (target 550% of base salary), and stock options. He will also receive a $5,500,000 restricted stock unit grant vesting in March 2020, a performance-based cash award with a target value of $3,000,000, and a $600,000 cash transition payment.

Yes, Mr. Newman has entered into an employment offer letter and a protective covenant agreement. These agreements detail his compensation, benefits, and include provisions regarding repayment of certain compensation if he resigns without good reason or is terminated for cause within 36 months. The protective covenant agreement also includes noncompetition and nonsolicitation clauses, and provides for continued base salary payment for up to 24 months if his employment is terminated by UPS without cause within two years of his start date.