Visteon Corp. 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Visteon Corporation on December 19, 2019. The filing addresses corporate governance and management changes, specifically the appointment of a new Senior Vice President, Finance, and the subsequent transition to Chief Financial Officer.
Key Financial Metrics
The filing does not provide revenue, profit, cash flow, margin, debt, or liquidity metrics. This report focuses exclusively on executive compensation and personnel appointments.
Material Changes
The primary material change is the appointment of Jerome Rouquet as Senior Vice President, Finance, effective January 21, 2020. Following the filing of the 2019 Annual Report on Form 10-K, Mr. Rouquet will assume the role of Chief Financial Officer, replacing William R. Robertson, who has served as interim CFO since November 1, 2019.
Management Commentary and Compensation
Mr. Rouquet brings extensive experience from Federal-Mogul and Tenneco, Inc. His compensation package includes:
- Base Salary: $525,000 annually.
- Cash Bonus: Target amount of 65% of base salary.
- Equity Award: Target amount of approximately $1,200,000 under the 2010 Incentive Plan.
- Sign-on Bonus: $600,000 cash, subject to a pro-rated clawback if employment ends within 24 months under certain conditions.
- Sign-on Equity: Grant date value of $500,000.
- Severance and Change in Control: Eligible for the Executive Severance Plan and a Change in Control Agreement.
The filing states there are no undisclosed family relationships or material transactions involving Mr. Rouquet.
Investor Verification Checklist
- Verify the exact effective date of the CFO transition following the 2019 10-K filing.
- Review the specific terms of the pro-rated clawback provision for the $600,000 sign-on bonus.
- Confirm the vesting schedule and performance metrics for the $1,200,000 target equity award.
- Examine the attached press release (Exhibit 99.1) for additional strategic context regarding the leadership change.