Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On March 29, 2022, Dycom Industries, Inc. (the "Company") announced the
appointment of Ms. Carmen M. Sabater to its Board of Directors (the "Board").
Ms. Sabater is a Certified Public Accountant and currently serves as the Chief
Financial Officer of Quirch Foods Parent, LLC ("Quirch"), a national food
distribution company with a portfolio of owned brands. She has served in that
role since February 2002 and has led Quirch's integration strategy and also has
experience with both human capital and technology functions. Prior to that, Ms.
Sabater was the Controller of MasTec, Inc. from 1994 to 2000 and was then
appointed as its Chief Financial Officer, serving in that role until January
2002. Ms. Sabater was previously at Deloitte & Touche, LLP, as an auditor and
then as a Senior Manager from 1985 to 1994. She also currently serves as the
Secretary of the United Way of Miami and serves as Treasurer and chairs the
Finance Committee for The Public Health Trust for Jackson Health System in Miami
Dade, Florida. Ms. Sabater has a multicultural business background and is fluent
in Spanish. In connection with Ms. Sabater's appointment, the Company's Board of
Directors approved a resolution to increase the number of board members from
eight to nine. The appointment, effective March 28, 2022, is for a term
extending until the Company's 2022 Annual Meeting of Shareholders. The Board of
Directors has not yet appointed Ms. Sabater to any committees of the Board of
Directors.
Ms. Sabater's compensation for service as a non-employee director will be
consistent with that of the Company's other non-employee directors, subject to
proration to reflect the commencement date of her service on the Board. The
non-employee director compensation program is described under the caption
"Director Compensation" in the Company's proxy statement for its 2021 Annual
Meeting of Shareholders filed with the Securities and Exchange Commission on
April 15, 2021.
Ms. Sabater is not a party to any arrangement or understanding regarding her
appointment as an officer and does not have any family relationship with any of
the Company's executive officers or directors. Ms. Sabater is not a party to any
transaction with the Company that would be required to be disclosed pursuant to
Item 404(a) of Regulation S-K.
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