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CURRENT REPORT
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Section 5 – Corporate Governance and Management
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 16, 2021, the Compensation Committee of Bruker Corporation (the “Company”) approved an additional bonus opportunity for Dr. Mark Munch, EVP and President of the Bruker NANO Group. Such bonus opportunity will be separate from, and in addition to Dr. Munch’s existing compensation arrangements and will be entirely tied to his new, additional role as CEO of the Company’s majority-owned start-up company, Acuity Spatial Genomics, Inc.(“Acuity”). Dr. Munch serves in this role at Acuity in addition to serving as Company EVP and President of the Bruker NANO Group.
The bonus opportunity for Dr. Munch consists of a combination of fixed and variable compensation over a five-year period beginning in the fiscal year ended December 31, 2021. The fixed component of the bonus arrangement consists of cash payments of $400,000 per year for service in years 2021 and 2022, $300,000 per year for service in years 2023 and 2024 and $200,000 for service in year 2025. Each of these cash amounts will be payable to Dr. Munch in the first quarter following each respective fiscal year, provided he was actively engaged as the CEO of Acuity through December 31st of that prior year.
The variable component of the bonus arrangement consists of Company performance stock units (“PSUs”), the value of which will be equal to 3.5% of the annual consolidated revenue of Acuity for each year between 2021 and 2025. For the years 2024 and 2025, Acuity must also achieve a minimum gross profit margin as a condition of the award of PSUs in each of those years. The PSUs, if earned, will be granted for each year between 2021 through 2025 in February of the following year, and will have a two-year vesting period from the date of grant.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| BRUKER CORPORATION (Registrant) | ||||||
| Date: August 20, 2021 | By: | /s/ GERALD N. HERMAN | ||||
| Gerald N. Herman | ||||||
| Executive Vice President and Chief Financial Officer | ||||||