Summary
Zoetis Inc. (ZTS) filed an 8-K on May 6, 2013, reporting on the establishment of a Non-Employee Director Deferred Compensation Plan. This plan, effective February 1, 2013, allows non-employee directors to defer their annual cash retainer and committee chair fees. This is a key move for the company to align director compensation with long-term interests and provide flexibility for its board members. The plan ensures compliance with Section 409A of the IRS code and offers directors choices regarding the timing and form of their deferred compensation payouts, including lump sum or installment payments upon termination of service, and a lump sum payment in the event of death.
Key Highlights
- 1Zoetis Inc. established a Non-Employee Director Deferred Compensation Plan, effective February 1, 2013.
- 2The plan allows directors to defer all or a portion of their cash retainer and committee chair fees.
- 3Deferred compensation will be held in separate accounts for each director.
- 4Distributions can be elected by directors as a lump sum or equal annual installments upon termination of service.
- 5In case of a director's death, unpaid deferred fees will be paid as a lump sum cash payment.
- 6The plan is designed to comply with Section 409A of the Internal Revenue Code.
- 7The company retains the right to amend or terminate the plan, subject to protecting previously deferred amounts for directors.