Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.
Executive Officer Compensation
On
Annual Base Name Title Salary Harrold Rust President and Chief Executive Officer and Director$480,000 Ashok Lahiri Chief Technology Officer$325,000 Cameron Dales Chief Commercial Officer$325,000 Steffen Pietzke Chief Financial Officer$350,000 Edward J. Hejlek Chief Legal Officer, General Counsel and Secretary$325,000
On
Name Title Target Bonus Harrold Rust President and Chief Executive Officer and Director 100% Ashok Lahiri Chief Technology Officer 60% Cameron Dales Chief Commercial Officer 60% Steffen Pietzke Chief Financial Officer 60% Edward J. Hejlek Chief Legal Officer, General Counsel and Secretary 60%
On
Name Title Special Bonus Harrold Rust President and Chief Executive Officer and Director$120,000 Ashok Lahiri Chief Technology Officer$52,500 Cameron Dales Chief Commercial Officer$48,750 Steffen Pietzke Chief Financial Officer$48,750 Edward J. Hejlek Chief Legal Officer, General Counsel and Secretary$48,750 Director Compensation
On
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Annual Cash Retainer
Under the Non-Employee Director Compensation Policy, each of our non-employee directors is entitled to receive the following cash compensation for services on our board of directors and committees thereof, as follows:
Title Annual Cash Retainer All Eligible Directors (the "Eligible Director Retainer"): $ 45,000 Chairperson of the Board (in addition to Eligible Director Retainer): $ 25,000
Lead Independent Director (in addition to Eligible Director Retainer):
$ 15,000 Chairperson of the Audit Committee: $ 15,000 Member of the Audit Committee: $ 7,500 Chairperson of the Compensation Committee: $ 10,000 Member of the Compensation Committee: $ 5,000 Chairperson of the Nominating and Corporate Governance Committee: $ 10,000 Member of the Nominating and Corporate Governance Committee: $ 5,000
The annual cash compensation amounts are payable in equal quarterly installments, in arrears following the end of each quarter in which the service occurred, pro-rated for any partial quarters. The board members will not receive any additional compensation for attendance at board or committee meetings.
Equity Compensation
On the date hereof, each non-employee director currently serving on our board of
directors was granted a restricted stock unit award ("RSU award") covering the
number of shares of our Common Stock equal to (i)
Each non-employee director elected or appointed to our board of directors after
the date hereof will automatically, upon the date of his or her initial election
or appointment as a non-employee director (or, if such date is not a business
day, the first business day thereafter), be granted an RSU award covering the
number of shares of our Common Stock equal to (i)
At the close of business on the date of each annual meeting of stockholders that
occurs following the date hereof, each non-employee director will automatically
be granted an RSU award covering the number of shares of our Common Stock equal
to (i)
In the event of a Change of Control (as defined in our 2021 Equity Incentive Plan), any then-outstanding equity awards that were granted pursuant to the Non-Employee Director Compensation Policy will become fully vested immediately prior to the closing of such Change of Control, subject to the non-employee director's continuous service with us on the closing date of the Change of Control.
All RSU awards shall be issued pursuant to the terms of our 2021 Equity Incentive Plan.
The foregoing description of the Non-Employee Director Compensation Policy is not complete and is subject to and qualified in its entirety by reference to the Non-Employee Director Compensation Policy, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
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Item 9.01 Financial Statements and Exhibits.
(d) Exhibits Exhibit No. Description 10.1 Enovix Corporation Non-Employee Director Compensation Policy 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 3
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