Business Context and Reporting Period
This Form 8-K filing by Chimera Investment Corporation (CIM) is dated June 22, 2021. The report discloses significant changes to the company's executive leadership, specifically the departure of the Chief Financial Officer and the appointment of a successor.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The document focuses exclusively on personnel changes and executive compensation arrangements.
Material Changes
- Departure of CFO: Robert Colligan stepped down as Chief Financial Officer effective June 22, 2021. His employment with the company will end on September 20, 2021, during which time he will assist with the transition. He is eligible for severance payments under his existing employment agreement for a termination without cause.
- Appointment of New CFO: Subramaniam ("Subra") Viswanathan was appointed as Chief Financial Officer and Principal Financial Officer. His start date is expected to be as soon as practicable but no later than September 15, 2021.
- Interim Leadership: CEO Mr. Marria will serve as the Principal Financial Officer pending Mr. Viswanathan's start.
- Accounting Officer Appointment: Kelley Kortman, the current Chief Accounting Officer, was appointed as Principal Accounting Officer effective June 22, 2021, with no additional compensation for this specific role.
Guidance, Outlook, and Compensation Details
The filing details the compensation package for the new CFO, Mr. Viswanathan, which includes:
- Base Salary: Not less than $500,000 per year.
- Cash Bonus: Target of $1,000,000 for 2021; subsequent years based on performance metrics.
- Equity Compensation:
- 2021: Restricted Stock Units (RSUs) vesting in three equal annual installments.
- 2022 onwards: Target value of $750,000 in RSUs and Performance Stock Units (PSUs), split 50/50.
- Severance Provisions:
- Termination without cause: 1.5x base salary and 1.5x target/average bonus paid over 18 months, plus accelerated equity vesting and 12 months of COBRA.
- Change in Control: 2.0x base salary and 2.0x target/average bonus paid in a lump sum, plus full equity vesting and 18 months of COBRA.
The filing does not provide specific business outlook, guidance, or risk factors beyond standard employment covenants.
Investor Verification Checklist
- Verify the exact start date of Subramaniam Viswanathan as CFO (expected by September 15, 2021).
- Review the specific terms of Robert Colligan's severance package as defined in his 2019 employment agreement.
- Monitor the transition period to ensure continuity in financial reporting and operations.
- Check subsequent filings for the formal execution of Mr. Viswanathan's employment agreement and any related equity grant details.