Business Context and Reporting Period
This Form 8-K Current Report was filed by Ultra Clean Holdings, Inc. on May 4, 2022, regarding an event that occurred on April 29, 2022. The filing discloses the appointment of a new senior executive officer.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. It focuses exclusively on executive compensation and appointment details.
Material Changes
The primary material change reported is the appointment of Christopher S. Cook as President, Products Business, effective April 29, 2022. Mr. Cook brings prior executive experience from Cypress Semiconductor Corporation, Flex Power, and Infineon Technologies AG.
Management Commentary and Compensation Details
The filing outlines the specific compensatory arrangements for Mr. Cook:
- Base Salary: $480,000 per year.
- Bonus Plan: Eligible for the management bonus plan with an initial target payout of 60% of base salary, payable after one full quarter of employment.
- Equity Award: Restricted stock units (RSUs) valued at $900,000, vesting in three equal annual installments over three years.
- Sign-on Bonus: $100,000, contingent on remaining with the company for 12 months.
Investor Verification Checklist
- Verify the vesting schedule and performance conditions attached to the $900,000 RSU award.
- Confirm the total annualized compensation cost including the sign-on bonus amortization.
- Review the Company's stock incentive plan terms referenced in the RSU agreement.
- Assess the strategic impact of Mr. Cook's background in semiconductor and power management on the Products Business segment.