8-KLeadership Changes

VALERO ENERGY CORP/TX 8-K Report, Executive Changes (Dec 20, 2019)

Filed December 20, 2019For Securities:VLO

Summary

Valero Energy Corporation (VLO) has filed an 8-K report detailing compensatory arrangements for its Executive Vice President and Chief Operating Officer, R. Lane Riggs. The Compensation Committee approved a significant long-term incentive compensation package valued at $5 million, structured as three separate grants of restricted shares. These grants vest over three and two-year periods, with a portion of the after-tax value of vesting shares eligible for cash payout. In addition to the long-term incentives, the report outlines Mr. Riggs's 2020 total pay targets. This includes an annual base salary of $940,000, a target bonus percentage of 110% of base salary, and a substantial long-term incentive target of 428% of his base salary. These arrangements are designed to retain key executive talent and align executive compensation with the company's performance and shareholder value.

Key Highlights

  • 1Valero approved a $5 million long-term incentive compensation package for EVP & COO R. Lane Riggs.
  • 2The incentive package consists of three restricted share grants, with specific values and vesting schedules.
  • 3Grant 1 ($1 million) vests ratably over three years starting December 18, 2019.
  • 4Grant 2 ($2 million) vests ratably over three years starting February 26, 2020.
  • 5Grant 3 ($2 million) vests ratably over two years starting February 23, 2021.
  • 6Mr. Riggs has the option to receive up to 50% of the after-tax value of vesting shares in cash.
  • 72020 total pay targets for Mr. Riggs include a $940,000 base salary, 110% target bonus, and 428% long-term incentive target.

Frequently Asked Questions

The primary purpose of this 8-K filing is to disclose material compensatory arrangements for Valero Energy Corporation's Executive Vice President and Chief Operating Officer, R. Lane Riggs, including long-term incentive grants and 2020 total pay targets.

The $5 million is structured as three separate grants of Valero's common stock. The first grant is valued at $1 million and vests over three years. The second and third grants are each valued at $2 million, with the second vesting over three years and the third over two years.

Mr. Riggs has the flexibility to elect to receive up to 50% of the after-tax value of his vesting shares in cash on each respective vesting date, rather than solely receiving the stock.

For 2020, Mr. Riggs's target compensation includes an annual base salary of $940,000, a target bonus of 110% of his base salary, and a long-term incentive target representing 428% of his base salary.