Business Context and Reporting Period
This Form 8-K Current Report was filed by PerkinElmer, Inc. (not Revvity, Inc.) on April 28, 2009. The filing reports a material corporate governance event: the appointment of a new Chief Financial Officer and the resignation of the interim CFO.
Key Financial Metrics
The filing does not provide revenue, profit, cash flow, margin, debt, or liquidity metrics. It focuses exclusively on executive compensation terms.
- New CFO Base Salary: $400,000 annually.
- Target Annual Bonus: 70% of base salary.
- Sign-on Bonus: $200,000 one-time payment for forfeited benefits.
- Long-Term Incentive Target: 100% of base salary for 2009; 200% of base salary for 2010 and thereafter.
- Severance (Termination without Cause): One year of "full salary" and benefits.
- Change of Control Severance: Two times "full salary" plus pro-rated bonus and unpaid salary, subject to tax gross-up.
Material Changes
On April 28, 2009, the Board of Directors elected Frank Anders Wilson as Senior Vice President, Chief Financial Officer, and Chief Accounting Officer, effective May 2009. Concurrently, Michael L. Battles resigned from his roles as Chief Accounting Officer and interim Chief Financial Officer. Mr. Battles will remain with the company as Vice President, Chief Financial Officer Human Health.
Outlook, Risks, and Unusual Items
The filing details specific contractual risks and contingencies regarding executive retention and departure:
- Relocation Contingency: The company agrees to purchase Mr. Wilson's current residence at market price if he is unable to sell it.
- Equity Vesting: In the event of a change of control, 100% of equity grants vest immediately, and performance units are paid at target levels.
- Employment Term: The agreement has an initial term of one year and continues until terminated.
Investor Verification Checklist
- Verify the exact start date of Mr. Wilson's employment in May 2009 to confirm the timing of the sign-on bonus and first equity award.
- Review the attached Exhibit 10.1 (Employment Agreement) for the specific definitions of "cause," "good reason," and "change of control."
- Confirm the impact of the $200,000 sign-on bonus and potential home purchase obligation on the company's immediate cash flow.
- Check subsequent filings to ensure Mr. Battles' transition to the Human Health division did not disrupt financial reporting continuity.