Navient Corporation Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Navient Corporation (NASDAQ: NAVI) on October 5, 2020. The report discloses a significant executive leadership change within the company's finance function.
Key Financial Metrics
The filing does not provide revenue, profit, cash flow, margin, debt, or liquidity metrics. The document focuses exclusively on executive compensation and appointment details.
Material Changes
The primary material change reported is the appointment of Joe Fisher as Executive Vice President, Chief Financial Officer, and Principal Accounting Officer, effective October 7, 2020. He succeeds Ted A. Morris, who will resume his role as Controller.
Management Commentary and Compensation Details
- Base Salary: Mr. Fisher will receive an annual base salary of $350,000, effective October 7, 2020.
- Cash Incentive: Target annual cash incentive opportunity is 150% of base salary. For 2020, this will be pro-rated to reflect the Q4 appointment.
- Equity Award: A one-time promotion equity award of Restricted Stock Units (RSUs) with a grant date value of $150,000. These vest in one-third equal increments over three years.
- Prior Equity: Mr. Fisher previously received an annual equity award of RSUs valued at $90,000 in February 2020.
- Relocation: Eligible for up to $150,000 in relocation benefits to move from Herndon, Virginia, to Wilmington, Delaware.
- Benefits: Eligible for standard employee benefits, executive severance plans, and the deferred compensation plan.
Investor Verification Checklist
- Verify the exact vesting schedule and performance conditions for the $150,000 Promotion RSUs in the company's long-term incentive plan.
- Confirm the pro-rated calculation for Mr. Fisher's 2020 cash incentive opportunity.
- Review the terms of the Executive Severance Plan and Change in Control Severance Plan to understand potential future liabilities.
- Monitor the transition of duties from Acting CFO Ted A. Morris to Joe Fisher.