Business Context and Reporting Period
This Form 8-K was filed by SYNNEX Corporation (now TD SYNNEX Corp) on January 12, 2016. The report details a specific corporate governance event regarding executive compensation rather than a standard financial reporting period.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on the grant of performance-based restricted stock units (RSUs) to named executive officers.
Material Changes
On January 12, 2016, the Compensation Committee granted the following RSUs under the long-term incentive program:
- Kevin Murai: 11,802 shares
- Dennis Polk: 6,845 shares
- Peter Larocque: 6,845 shares
- Chris Caldwell: 3,289 shares
- Marshall Witt: 3,262 shares
Guidance, Outlook, and Management Commentary
The vesting of these RSUs is contingent upon performance metrics measured over a 3-year period ending November 30, 2018. Key conditions include:
- Performance Metrics: Vesting requires achieving a minimum threshold based on an Earnings Per Share (EPS) formula and an average Return on Invested Capital (ROIC).
- Thresholds: The minimum threshold for the EPS Formula is 75%, with a maximum target of 166.7%.
- Vesting Scale: At 100% target performance for both EPS and ROIC, officers vest 50% of the Maximum Amount. If the minimum EPS threshold is not met, no RSUs vest regardless of ROIC performance.
- Employment Condition: Officers must remain employed on the vesting date, with exceptions made for death prior to vesting.
Investor Verification Checklist
- Verify the specific EPS formula and ROIC targets defined in the company's long-term incentive plan.
- Confirm the employment status of the named officers as of the vesting date (November 30, 2018).
- Review future 10-K filings to assess actual EPS and ROIC performance against the 75% minimum threshold.