Fabrinet 8-K/A, filed Feb 12, 2020
Fabrinet (FN)
About this 8-K/A
Fabrinet filed this 8-K/A on February 12, 2020, reporting on events of February 1, 2020.
Items reported
- Item 5.02: Director or officer change, or executive pay
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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FORM
(Amendment No. 1)
CURRENT REPORT
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EXPLANATORY NOTE
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
In connection with Mr. Sverha’s appointment to Executive Vice President, Chief Financial Officer of Fabrinet, on February 6, 2020, the Compensation Committee (the “Compensation Committee”) of the board of directors of Fabrinet approved the following elements of compensation for Mr. Sverha, effective as of February 17, 2020:
| • | an annual base salary of $450,000; |
| • | a maximum bonus opportunity under Fabrinet’s fiscal 2020 executive incentive plan of 60% of annual base salary, pro-rated with respect to Fabrinet’s current fiscal year; |
| • | a grant of time-based restricted share units with an aggregate value of $124,658, which will vest in equal annual installments over three years; |
| • | grants of performance-based restricted share units with an aggregate value of $249,316, which will vest, if at all, on the date the Compensation Committee certifies achievement of cumulative performance criteria for Fabrinet’s fiscal 2020 and fiscal 2021 years; |
| • | an allowance for housing and related living expenses in Thailand of $10,000 per month; and |
| • | an annual travel allowance of $15,000. |
In addition, pursuant to Mr. Sverha’s existing offer letter with Fabrinet, Mr. Sverha is entitled to certain other expatriate benefits while working full time for Fabrinet in Thailand, including (i) a car and driver for business-related local transportation purposes, (ii) tax equalization payments that are intended to put Mr. Sverha in the same position, from a tax-liability perspective, that he would be in if he was still located in the United States, and (iii) reimbursement of reasonable annual tuition payments for Mr. Sverha’s children to attend school in Bangkok.
The foregoing description of Mr. Sverha’ compensation is a summary and is qualified in its entirety by the terms of an amended and restated offer letter which will be filed with the Company’s quarterly report on Form 10-Q for the fiscal quarter ending March 27, 2020.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| FABRINET | ||
| By: |
/s/ Seamus Grady | |
| Seamus Grady | ||
| Chief Executive Officer |
Date: February 12, 2020