Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(c) On December 11, 2019, the Company announced the appointment of Dave Regnery,
age 57, to President and Chief Operating Officer effective as of January 1,
2020. Mr. Regnery currently serves as Executive Vice President. Mr. Regnery
previously served as Vice President, President of Commercial HVAC, North America
and EMEA at the Company from 2013 to 2017. The announcement was included in a
press release issued by the Company on December 11, 2019. A copy of the press
release is attached hereto as Exhibit 99.1 and is incorporated by reference.
In connection with the appointment, Mr, Regnery entered into an amended and
restated employment agreement with the Company. Mr. Regnery will receive a base
salary of $850,000, his Annual Incentive Matrix Program target is set at 100%
and his annual equity award target opportunity is set at $2,600,000. Mr. Regnery
is eligible to participate in other benefit programs available to the Company's
executive officers.
Mr. Regnery's Change in Control Agreement with the Company remains in effect. In
the event of a change in control, Mr. Regnery will receive a severance payment
equal to two and one-half times his base salary plus his AIM target.
The foregoing summary of Mr. Regnery's compensation is qualified in its entirety
by reference to the complete employment agreement, a copy of which is attached
hereto as Exhibit 10.1 and is incorporated by reference.
Item 7.01 Regulation FD Disclosure.
On December 11, 2019, the Company announced the expected new company name,
strategy and executive leadership team of its pure play climate company after
the close of the Reverse Morris Trust ("RMT") transaction with Gardner Denver
Holdings, Inc. The climate company is expected to be named Trane Technologies
plc and to trade on the New York Stock Exchange under the ticker, "TT." The
company name change is subject to shareholder approval and is expected to be
effective around the completion of its RMT transaction. The announcement was
included in the press release attached hereto as Exhibit 99.1 and described in
Item 5.02 above and is incorporated by reference.
Item 9.01 Financial Statements and Exhibits.
Exhibit Description
10.1 Employment Agreement of Dave Regnery
99.1 Press Release of Ingersoll-Rand plc, dated December 11, 2019.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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