Business Context and Reporting Period
This Form 8-K Current Report is filed by Lumen Technologies, Inc., Level 3 Parent, LLC, and Qwest Corporation. The report date is September 9, 2025, covering events occurring on September 9, 2025, and September 12, 2025. The filing addresses Item 5.02 regarding the departure of a senior 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 executive personnel changes and associated compensation adjustments.
Material Changes
The primary material change reported is the leadership transition within the Company's accounting function:
- Resignation: Andrea Genschaw resigned as Chief Accounting Officer and Controller, effective September 23, 2025, to assume a CFO role at another publicly-traded company. The departure is not related to any disagreement with the Company.
- Appointment: Donald Holt was appointed as Chief Accounting Officer and Controller for Lumen Technologies, Inc., Qwest Corporation, and Level 3 Parent, LLC, effective September 23, 2025. Mr. Holt previously served as Vice President and Assistant Controller since September 2023.
Compensation and Management Commentary
In connection with Mr. Holt's appointment, the Board's Human Resources and Compensation Committee approved the following compensation changes effective September 23, 2025:
- Base Salary: Increased to $350,000.
- Short-Term Incentive: Target annual bonus increased to 70% of annual base salary.
- Long-Term Incentive (Annual): Target value increased to $425,000 per year.
- One-Time Cash Award: $150,000 to be paid ratably over the first three anniversaries of the Effective Date, subject to continued employment.
- One-Time Restricted Stock Award: Value of $150,000 (calculated based on the 15-day trailing volume weighted average price), vesting in equal installments over three years, subject to continued employment.
Management stated that Ms. Genschaw leaves with a strong accounting organization in place and thanked her for her contributions. Mr. Holt's appointment is consistent with the Company's long-term succession plan.
Investor Verification Checklist
- Verify the effective date of the leadership transition (September 23, 2025) against internal succession timelines.
- Confirm the total value of the one-time compensation package ($300,000 in cash and stock) relative to peer executive compensation standards.
- Review the vesting schedules for the new long-term incentives to understand retention implications.
- Monitor future filings for any additional changes to the finance leadership team or accounting practices.