Fabrinet 8-K Summary: Fiscal 2016 Long-Term Equity Plan
Business Context and Reporting Period
This Form 8-K, dated August 24, 2015, reports the approval by Fabrinet's Compensation Committee of a new long-term equity incentive plan for executive officers. The plan involves the grant of Restricted Share Units (RSUs) in fiscal 2017, contingent upon performance metrics for the fiscal year ending June 24, 2016 (Fiscal 2016).
Key Financial Metrics
The filing does not provide current revenue, profit, cash flow, margin, debt, or liquidity figures. It focuses exclusively on the structure and valuation of executive compensation awards.
Material Changes and Plan Details
The Compensation Committee approved a two-tiered RSU grant structure for three executive officers:
- Minimum Grant: A guaranteed dollar value of RSUs will be granted regardless of fiscal 2016 revenue results.
- Performance-Based Grant: Additional RSUs are awarded based on achieving a specific fiscal 2016 revenue target.
Executive Compensation Values (Minimum, Target, Maximum):
| Executive Officer | Minimum Value | Target Value | Maximum Value |
|---|---|---|---|
| David T. Mitchell | $1,730,000 | $1,730,000 | $3,460,000 |
| Dr. Harpal Gill | $575,000 | $575,000 | $1,150,000 |
| Toh-Seng Ng | $550,000 | $550,000 | $1,100,000 |
Performance Triggers:
- 90% of Target: 50% of the target dollar value is granted.
- 100% of Target: 100% of the target dollar value is granted.
- 105%+ of Target: 200% of the target dollar value is granted.
- Interpolation: Linear scaling applies between 90%-100% and 100%-105% achievement levels.
Vesting Schedule: All RSUs vest 25% annually over four years, subject to continued employment.
Guidance, Risks, and Unusual Items
The filing does not contain forward-looking financial guidance, risk factors, or contingencies beyond the standard vesting conditions tied to continued employment. The specific revenue target required to trigger the performance-based awards is not disclosed in this text.
Investor Verification Checklist
- Verify the specific revenue target amount for Fiscal 2016, which is referenced but not quantified in this filing.
- Confirm the fair market value of Fabrinet shares on the grant date to calculate the exact number of shares to be issued.
- Review the full employment agreements for the named executives to understand any additional service conditions.
- Monitor subsequent filings for the actual grant date and final share count issued.