Business Context and Reporting Period
This Form 8-K is a current report filed by Schweitzer-Mauduit International, Inc. (SWM) on February 1, 2012. The filing reports the appointment of a new Chief Financial Officer effective February 9, 2012. Note: The request metadata references "Mativ Holdings, Inc.," but the filing text explicitly identifies the registrant as Schweitzer-Mauduit International, Inc.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on executive compensation and personnel changes.
Material Changes
- Executive Appointment: Jeffrey A. Cook has been appointed Executive Vice President, Chief Financial Officer, and Treasurer, effective February 9, 2012.
- Role Transition: Mark A. Spears, who served as interim CFO and Treasurer since November 28, 2011, will resume his duties as Corporate Controller.
- Compensation Structure: Mr. Cook's compensation includes a base salary of $335,000, a target annual incentive bonus of 45% of base salary, and a long-term incentive bonus targeted at 90% of base salary payable in restricted stock.
- Equity Grant: Mr. Cook was awarded 5,000 shares of restricted stock with a four-year vesting period.
Guidance, Outlook, and Risks
The filing contains no financial guidance, outlook, or discussion of risks and contingencies. It notes that Mr. Cook does not have an employment contract and is not a party to any related transactions. His background includes over 30 years of experience in international business, M&A, and corporate restructuring, previously serving as CFO of Presstek Inc.
Investor Verification Checklist
- Verify the effective date of the CFO transition (February 9, 2012).
- Confirm the total potential annual compensation package for the new CFO ($335,000 base + 45% bonus + 90% long-term incentive).
- Review the vesting schedule for the 5,000 restricted stock shares granted.
- Check subsequent filings for the departure of Mark A. Spears from the interim CFO role.