8-KLeadership ChangesExhibits & Filings

WASTE MANAGEMENT INC 8-K Report, Executive Changes (Mar 2, 2016)

Filed March 2, 2016For Securities:WM

Summary

Waste Management, Inc. (WM) filed this Form 8-K on March 2, 2016, to report on the granting of equity awards to its named executive officers. Effective February 26, 2016, the Management Development and Compensation Committee approved performance share units (PSUs) and stock options for key executives, including the CEO, COO, and CFO. The PSUs are tied to specific performance metrics, with 50% based on adjusted free cash flow and 50% on relative total shareholder return compared to the S&P 500, covering a performance period through December 31, 2018. The stock options have a 10-year term and vest over three years. These awards are designed to align executive compensation with company performance and shareholder value creation.

Key Highlights

  • 1Grant of equity awards (Performance Share Units and Stock Options) to named executive officers, including CEO, COO, and CFO.
  • 2Performance Share Units (PSUs) are contingent on achieving specific financial and market performance targets.
  • 3PSU performance metrics include 50% adjusted free cash flow and 50% relative total shareholder return against the S&P 500.
  • 4The performance period for PSUs extends through December 31, 2018, with payouts occurring after the 2018 year-end financial audit.
  • 5Stock options vest over a three-year period (25% annually for the first two years, 50% in the third year).
  • 6Stock options have a 10-year term and an exercise price based on the fair market value on the grant date ($56.235).
  • 7Details on award terms in case of termination of employment, change in control, death, disability, or retirement are provided.

Frequently Asked Questions

Waste Management granted two types of equity awards: Performance Share Units (PSUs) and stock options to its named executive officers.

The PSUs are structured so that 50% are based on achieving adjusted free cash flow targets and the other 50% are based on relative total shareholder return compared to the S&P 500 index. The performance period for these awards is through December 31, 2018.

The stock options vest over a three-year period: 25% on the first anniversary of the grant date, 25% on the second anniversary, and the remaining 50% on the third anniversary. The options have a term of 10 years from the date of grant.

The exercise price for the stock options is the Fair Market Value on the date of grant, which was $56.235 per share.