Business Context and Reporting Period
This Form 8-K Current Report was filed by Eastman Kodak Company on May 22, 2014. The filing discloses the appointment of a new Chief Financial Officer and Executive Vice President, effective June 15, 2014.
Key Financial Metrics
This filing does not contain revenue, profit, cash flow, margin, debt, or liquidity metrics. It focuses exclusively on executive compensation arrangements.
Material Changes
The primary material change is the appointment of John N. McMullen as Chief Financial Officer and Executive Vice President. He succeeds Rebecca A. Roof, who served as interim CFO since September 2012. Mr. McMullen reports to CEO Jeff Clarke.
Management Commentary and Compensation Details
Mr. McMullen's employment agreement includes the following compensation terms:
- Base Salary: $600,000 annually.
- Annual Incentive: Target award of 75% of base salary ($450,000) under the EXCEL Plan.
- Restricted Stock Units (RSUs): Grant of $1,000,000 vesting in equal amounts over three years.
- Equity Incentive: Target annual award of $1,000,000 under the Omnibus Plan.
- Termination Benefits: Equal to one year of base salary under specific conditions.
Mr. McMullen previously served as Senior Vice President of Finance at Hewlett Packard Company (2007–2013) and held various finance roles at Compaq and Digital Equipment Corporation.
Investor Verification Checklist
- Verify the full text of the Employment Agreement when filed as an exhibit to the Form 10-Q for the quarter ended June 30, 2014.
- Confirm the vesting schedule and performance conditions for the EXCEL Plan and Omnibus Plan awards.
- Review the specific termination conditions that trigger the one-year base salary benefit.
- Monitor the transition period between the interim CFO and the new CFO starting June 15, 2014.