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UNITED RENTALS, INC. 8-K/A Report, Executive Changes (Oct 12, 2018)

Reports
Leadership Changes·Exhibits & Filings
Filing Date
Filed October 12, 2018
Period End
October 12, 2018
Security
URI
In the record · 2016–202610-K1110-Q328-K170

URI filed 11 annual reports (10-K), 32 quarterly reports (10-Q) and 170 current reports (8-K) between 2016 and 2026.

  1. Material agreement8-K · Dec ’17Dec ’17
  2. Leadership change8-K · Sep ’20Sep ’20
  3. Deal closed8-K · Dec ’22Dec ’22
  4. Material agreement8-K · Jun ’26Jun ’26

01—Abstract

Summary

Summary of the 8-K/A filed October 12, 2018. Cited figures are marked; the original filing is the authoritative source.

This 8-K/A filing from United Rentals, Inc. (URI) serves as an amendment to a previous filing, providing crucial details regarding the compensation and employment agreement for Ms. Jessica Graziano in her role as Chief Financial Officer (CFO).

The primary focus of this amendment is to disclose finalized compensation terms that were not available at the time of her initial appointment announcement. Investors are provided with clarity on her base salary, bonus potential, and equity awards, which are key components of executive compensation. The filing specifies Ms. Graziano's base salary of $485,000a and an annual bonus target of 90% of her base salary.

Additionally, a one-time restricted stock unit (RSU) award valued at $500,000b has been granted, vesting over three years. The agreement also outlines severance provisions in the event of termination without cause or resignation for good reason, including salary continuation, COBRA coverage, and a cash payment equivalent to 190% of her annual base salary. These details offer transparency into the financial arrangements for a key executive position, which is important for understanding management incentives and potential future liabilities.

02—Key points

Key Highlights

  1. Amendment discloses finalized compensation for new CFO, Jessica Graziano.
  2. Ms. Graziano's base salary is set at $485,000 annually, effective October 12, 2018.
  3. She is eligible for an annual bonus targeted at 90% of her base salary.
  4. A one-time award of $500,000 in restricted stock units (RSUs) was granted, vesting over three years.
  5. The employment agreement includes severance provisions providing for up to 190% of base salary in certain termination scenarios.
  6. Post-termination restrictions include 12-month non-competition and non-solicitation covenants.

03—Questions

Frequently Asked Questions

  1. What is the primary purpose of this 8-K amendment?

    This 8-K/A filing amends a previous report to disclose the finalized compensation package and employment agreement for Ms. Jessica Graziano, who was appointed as the Chief Financial Officer (CFO) of United Rentals, Inc.

  2. What are the key components of Ms. Graziano's compensation?

    Ms. Graziano's compensation includes a base salary of $485,000, an annual bonus target of 90% of her base salary, and a one-time award of $500,000 in restricted stock units (RSUs) that vest over three years.

  3. What severance benefits is Ms. Graziano entitled to?

    In the event of termination without cause or resignation for good reason, Ms. Graziano is eligible for accrued salary, COBRA continuation coverage paid by the company for up to 12 months, and a cash payment equal to 190% of her annual base salary.

  4. Are there any post-employment restrictions on Ms. Graziano?

    Yes, Ms. Graziano is subject to indefinite confidentiality and non-disparagement restrictions, as well as 12-month post-termination covenants regarding non-competition and non-solicitation.

04—Continue

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