Business Context and Reporting Period
This Form 8-K Current Report was filed by Koppers Holdings Inc. on July 16, 2010. The filing discloses the appointment of a new senior executive officer effective September 1, 2010.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity metrics. This report focuses exclusively on executive compensation and appointment details.
Material Changes
The primary material change is the appointment of Mr. Leroy M. Ball as Vice President and Chief Financial Officer of Koppers Holdings Inc. and Koppers Inc., effective September 1, 2010. Mr. Ball previously served as Senior Vice President and CFO of Calgon Carbon Corporation since 2002.
Compensation and Management Commentary
Mr. Ball's compensation package includes the following terms:
- Base Salary: $315,000 annually.
- Annual Incentive: Target of 55% of base salary, subject to Board determination. 2010 participation will be pro-rated; full participation begins in the 2011 plan year.
- Long-Term Incentive Plan (LTIP): Full participation expected to commence in the 2011 plan year.
- Equity Awards: Prior to full LTIP participation, subject to committee approval, Mr. Ball will receive 2,500 stock options (vesting after 3 years) and 1,500 shares of restricted stock (vesting on the award date, to be granted before December 31, 2010).
- Change in Control: A change in control agreement is expected to be entered into on September 1, 2010, substantially similar to the form filed in October 2005.
Investor Verification Checklist
- Verify the exact vesting schedule and exercise price for the 2,500 stock options granted to Mr. Ball.
- Confirm the specific terms of the Change in Control agreement referenced from the October 25, 2005 filing.
- Review the Board's determination of the senior management incentive pool terms for the 2011 plan year.
- Check for any subsequent filings regarding the departure of the previous CFO, if applicable.