Business Context and Reporting Period
This Form 8-K is filed by Sysorex Global Holdings Corp. (not XTI Aerospace, Inc.) on October 2, 2014, reporting events occurring on October 1, 2014. The filing addresses executive leadership changes within the Company and its wholly-owned subsidiaries.
Key Financial Metrics
The filing text does not provide revenue, profit, cash flow, margins, debt, or liquidity metrics. This report focuses exclusively on personnel changes and compensation arrangements.
Material Changes
- Resignation: Wendy Loundermon resigned as Chief Financial Officer (CFO) of Sysorex Global Holdings Corp. and its subsidiaries (AirPatrol Corporation, Lilien Systems, and Shoom, Inc.) effective October 1, 2014.
- Appointment: Will Frederick was appointed as the new Chief Financial Officer of the Company effective October 1, 2014.
- Role Transition: Ms. Loundermon was appointed Vice President of Finance and will retain roles as Secretary of the Company and CFO/President of Sysorex Government Services, Inc.
Compensation and Outlook
Mr. Frederick's compensation package, effective upon his appointment, includes:
- Base Salary: $250,000 per annum.
- Bonus Plan: Eligible for a cash bonus plan starting January 1, 2015, with a target of up to 25% of salary contingent on performance metrics.
- Equity: Options to purchase up to 200,000 shares of common stock under the 2011 Employee Stock Incentive Plan.
- Severance: Termination payments of 3 months' salary after 6 months of employment, or 6 months' salary after 2 years of employment, if terminated without cause or upon a change of control.
The filing contains no specific financial guidance, risk factors, or contingencies beyond the standard disclosure of executive compensation terms.
Investor Verification Checklist
- Verify the correct registrant name is Sysorex Global Holdings Corp., not XTI Aerospace, Inc.
- Confirm the effective date of the CFO transition (October 1, 2014).
- Review the specific terms of the 200,000 stock option grant for Mr. Frederick.
- Check subsequent filings for the formal adoption of the 2015 cash bonus plan metrics.