01—Abstract
Summary
Summary of the 8-K filed April 4, 2024. Cited figures are marked; the original filing is the authoritative source.
Vertiv Holdings Co (VRT) filed an 8-K on April 4, 2024 to disclose a leadership change in its finance organization under Item 5.02.
Eric M. Johnson, a 47-year-old accounting and finance executive with more than 20 years of experience, will become Chief Accounting Officer effective on or around April 29, 2024. He will lead the global accounting organization, be responsible for accounting and internal financial controls, and report directly to CFO David Fallon.
He succeeds Scott Cripps, who is leaving the CAO role on the same date and taking another leadership role within the company. Johnson comes from Cardinal Health, where he worked since 2004 in accounting, FP&A and shared services roles of increasing seniority. He most recently served as SVP, Global Financial Shared Services (2020 to 2024).
The filing states there are no arrangements or understandings with other persons regarding his selection, no related-party transactions under Item 404(a) of Regulation S-K, and no family relationships with directors or executive officers. For investors, this is a routine executive transition rather than a material change in strategy or operations. The filing contains no financial results or guidance.
The main points to monitor are continuity in financial controls during the handover and the compensation terms: a prorated 2024 annual incentive, a sign-on equity package of $125,000a in stock options and $125,000 in RSUs, and eligibility for annual equity grants beginning in 2025. The filing does not indicate any reason for Cripps's departure from the CAO role.
02—Key points
Key Highlights
- Eric M. Johnson, formerly SVP of Global Financial Shared Services at Cardinal Health, will become Chief Accounting Officer effective on or around April 29, 2024.
- Johnson will lead Vertiv's global accounting organization and oversee accounting and internal financial controls, reporting directly to CFO David Fallon.
- Scott Cripps, the current CAO, departs the role on the same date and is assuming another leadership position within the company.
- Johnson's sign-on package includes stock options and RSUs each with a target grant date fair value of $125,000, plus eligibility for annual equity grants starting in 2025.
- Johnson brings more than 20 years of accounting, FP&A and shared services experience, including roles at Cardinal Health since 2004 and four years at Arthur Andersen LLP.
- The filing reports no related-party transactions, family relationships, or selection arrangements involving Johnson, and it contains no financial results or guidance.
03—Questions
Frequently Asked Questions
Who is replacing Scott Cripps as Chief Accounting Officer at Vertiv?
Eric M. Johnson will become Chief Accounting Officer effective on or around April 29, 2024. He previously served as SVP, Global Financial Shared Services at Cardinal Health from 2020 to 2024.
To whom will the new Chief Accounting Officer report?
Johnson will report directly to Vertiv's CFO, David Fallon.
Does this leadership change affect Vertiv's financial results or guidance?
The filing does not include financial results, guidance, or any statement about operational impact. It is a personnel announcement only.
What compensation will the new CAO receive?
Johnson will receive a base salary and an annual cash bonus opportunity under the Annual Incentive Plan, with a prorated 2024 amount. He is also eligible for a sign-on equity grant of stock options and RSUs, each with a target grant date fair value of $125,000, and for annual equity grants starting in 2025. He will also participate in the executive severance and change-of-control arrangements described in the filing.
Why is Scott Cripps leaving the CAO role?
The filing says only that Cripps will depart the CAO role on the same date and assume another leadership role within the organization. It does not give a reason for the change or describe his new position.
04—Continue