Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
As previously disclosed in
•Base salary to remain unchanged at an annual rate of$500,000 ; •Continue to be eligible to participate in the Allegion Annual Incentive Plan ("AIP") with his annual opportunity targeted at 70% of base salary; •Annual equity target value of$600,000 to be delivered in the form of a mix of performance share units ("PSUs"), stock options and restricted stock units ("RSUs"); •Continued participation in the Allegion Change in Control Plan; •Continued participation in the Allegion Key Management Plan (note: also known as the Key Management Supplemental Program); •Continued car allowance of$15,000 annually; •Continued tax, estate and financial planning services allowance of up to$12,000 annually; and •Continued participation in the executive health program in an amount not to exceed$2,000 annually.
The foregoing description is qualified by reference to the full text of the Offer Letter which is filed as Exhibit 10.1 attached hereto and is incorporated by reference in its entirety into this Item 5.02.
Further, on
•Equity incentive award with a total aggregate value of$1.5 million , to be delivered in the form of RSUs with a grant date value of$750,000 and PSUs with a grant date value of$750,000 ; •The vesting of these grants will occur as described below, provided thatMr. Eckersley remains an active employee throughMarch 3, 2024 (except as otherwise set forth in the Retention Agreement); •The RSUs are expected to be granted onMarch 10, 2021 and would vest in equal annual installments over three years from the grant date; and •The PSUs are expected to be granted onMarch 10, 2021 and would vest after three years from the grant date to the extent certain performance conditions are met.
The foregoing description is qualified by reference to the full text of the Agreement which is filed as Exhibit 10.2 attached hereto and is incorporated by reference in its entirety into this Item 5.02. Certain confidential information contained in this exhibit was omitted by means of redacting a portion of the text and replacing it with [*****], pursuant to Regulation S-K Item 601(b) of the Securities Act of 1933, as amended. Certain confidential information has been excluded from this exhibit because it is not material and would be competitively harmful if publicly disclosed.
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Item 9.01 Financial Statements and Exhibits
(d) Exhibits Exhibit Description No. 10.1Offer Letter datedMarch 3, 2021 10.2 Retention Agreement datedMarch 3, 2021 * * Certain confidential information contained in this exhibit was omitted by means of redacting a portion of the text and replacing it with [*****], pursuant to Regulation S-K Item 601(b) of the Securities Act of 1933, as amended. Certain confidential information has been excluded from the exhibit because it is: (i) not material; and (ii) would be competitively harmful if publicly disclosed. 104 Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101)
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