Business Context and Reporting Period
This Form 8-K was filed by Fox Factory Holding Corp. on August 8, 2022, reporting events that occurred on August 5, 2022. The filing addresses a leadership transition within the Powered Vehicles Group of its wholly owned subsidiary, Fox Factory, Inc.
Key Financial Metrics
This filing does not contain financial statements, revenue, profit, cash flow, margin, debt, or liquidity data. It is a current report focused on executive personnel changes.
Material Changes
- Executive Transition: Richard T. Winters stepped down as President of the Powered Vehicles Group.
- New Role: Mr. Winters transitioned to the role of Senior Executive Advisor.
- Reasoning: The filing explicitly states the transition is not the result of any dispute or disagreement with the Company or the Board.
Compensatory Arrangements and Outlook
Under a Second Amendment to Mr. Winters' Employment Agreement effective August 8, 2022:
- Base Salary: Set at $225,000 per annum.
- Performance Incentives: Mr. Winters is not eligible for future performance bonuses.
- Equity Awards: Mr. Winters will not receive future restricted stock or other equity awards.
- Reporting: His specific duties will be determined by the Chief Executive Officer.
Investor Verification Checklist
- Verify the impact of the leadership change on the Powered Vehicles Group's strategic direction.
- Review the full text of the Second Amendment to the Employment Agreement (Exhibit 10.1) for additional terms.
- Monitor subsequent filings for the appointment of a new President for the Powered Vehicles Group.