Business Context and Reporting Period
This Form 8-K filing by SiteOne Landscape Supply, Inc. (NYSE: SITE) reports on events occurring on February 9, 2023. The filing details the grant of performance stock units (PSUs) to certain officers under the Company's 2020 Omnibus Equity Incentive Plan.
Key Financial Metrics
The filing does not provide specific revenue, profit, cash flow, margin, debt, or liquidity figures. The document focuses exclusively on executive compensation arrangements and does not contain a financial statement or operational results for the period.
Material Changes
The primary material change reported is the authorization of new equity awards effective February 9, 2023. These awards are contingent on future performance metrics rather than reflecting changes in historical financial results.
Guidance, Outlook, and Management Commentary
Performance Criteria: The PSUs are tied to a three-year performance cycle (January 2, 2023, to December 28, 2025). Vesting is based on:
- Relative EBTA Growth: Pre-tax income plus amortization growth relative to a select peer group.
- ROIC Modifier: A Return on Invested Capital modifier adjusts the payout based on absolute ROIC performance.
Payout Structure:
- Threshold (25th percentile): 50% of target award.
- Target (50th percentile): 100% of target award.
- Maximum (75th percentile): 200% of target award.
- Caps: Total payout is capped at 200% of target. If absolute EBTA growth is negative, the payout is capped at 100% of target regardless of relative performance.
Award Allocation:
| Executive / Title | PSUs Awarded |
|---|---|
| Doug Black, Chief Executive Officer | 8,034 |
| Briley Brisendine, Executive Vice President, General Counsel and Secretary | 1,673 |
| John Guthrie, Executive Vice President, Chief Financial Officer and Assistant Secretary | 1,673 |
| Scott Salmon, Executive Vice President, Strategy and Development | 1,450 |
| Joseph Ketter, Executive Vice President, Human Resources | 1,339 |
Investor Verification Checklist
- Verify the specific peer group selected for the relative EBTA growth comparison.
- Confirm the exact definition of "non-recurring items" excluded from the EBTA calculation.
- Review the full text of the Performance Stock Unit Award Agreement (Exhibit 10.1) for specific vesting acceleration clauses or exceptions.
- Monitor future 10-Q and 10-K filings to track the Company's actual EBTA and ROIC performance against the thresholds outlined in this filing.