Vontier Corp 8-K, filed Dec 8, 2020
Vontier Corp (VNT)
8-K
2020-12-08
For: 2020-12-08
View Original
Added on
April 10, 2026
About this 8-K
Vontier Corp filed this 8-K on December 8, 2020.
Items reported
- Item 5.02: Director or officer change, or executive pay
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS
Effective December 8, 2020, the Board of Directors (the “Board”) of Vontier Corporation (the “Company”) increased the size of the Company’s Board from five to six members and appointed Mr. Christopher J. Klein to the Board as a Class III director. In addition, the Board concurrently appointed Mr. Klein to the Compensation and Management Development and Nominating and Governance Committees of the Board. In accordance with the Company’s Amended and Restated Certificate of Incorporation, as a Class III director, the term for Mr. Klein will expire on the date of the Company’s 2023 annual meeting of stockholders, or upon the director’s earlier death, resignation or removal.
As a non-employee director, Mr. Klein will receive the same compensation paid to other non-employee directors as disclosed in Exhibit 10.24 to the Company’s Registration Statement on Form 10, filed on September 1, 2020 (the “Form 10”), which is incorporated by reference herein. Mr. Klein has also entered into an indemnification agreement with the Company, the form of which is disclosed as Exhibit 10.27 to the Form 10 and is incorporated by reference herein.
In connection with the appointment of Mr. Klein, the Board also determined that Mr. Klein is independent within the meaning of the listing standards of the New York Stock Exchange, a “non-employee director” within the meaning of the Exchange Act and an “outside director” within the meaning of the Internal Revenue Code.
There is no arrangement or understanding between Mr. Klein and any other person pursuant to which he was selected as a director of the Company.
There are no transactions involving Mr. Klein that would be required to be reported under Item 404(a) of Regulation S-K.
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.
| VONTIER CORPORATION | |||||||||||
| Date: | December 8, 2020 | By: | /s/ Courtney Kamlet | ||||||||
| Name: | Courtney Kamlet | ||||||||||
| Title: | Vice President - Associate General Counsel and Corporate Secretary | ||||||||||