0001171843-15-006878.txt : 20151217 0001171843-15-006878.hdr.sgml : 20151217 20151217171914 ACCESSION NUMBER: 0001171843-15-006878 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20151217 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20151217 DATE AS OF CHANGE: 20151217 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CARDTRONICS INC CENTRAL INDEX KEY: 0001277856 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 760681190 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33864 FILM NUMBER: 151294504 BUSINESS ADDRESS: STREET 1: 3250 BRIARPARK DRIVE STREET 2: SUITE 400 CITY: HOUSTON STATE: TX ZIP: 77042 BUSINESS PHONE: 832-308-4000 MAIL ADDRESS: STREET 1: 3250 BRIARPARK DRIVE STREET 2: SUITE 400 CITY: HOUSTON STATE: TX ZIP: 77042 8-K 1 f8k_121715.htm FORM 8-K
 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________

Form 8-K
______________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event Reported): December 17, 2015

Cardtronics Inc.
(Exact Name of Registrant as Specified in Charter)

Delaware001-3386476-0681190
(State or Other Jurisdiction of Incorporation)(Commission File Number)(I.R.S. Employer Identification Number)

 

3250 Briarpark Drive, Suite 400, Houston, Texas 77042
(Address of Principal Executive Offices) (Zip Code)

(832) 308-4000
(Registrant's telephone number, including area code)


(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 [   ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 [   ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 [   ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 [   ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On December 17, 2015, Cardtronics, Inc. ("Cardtronics" or "the Company") announced that Edward H. West, age 49, would be joining the Company, effective January 11, 2016, and will become its Chief Financial Officer on the date immediately following the date on which the Company's Annual Report on Form 10-K for the fiscal year ending December 31, 2015 ("2015 10-K") is filed with and accepted by the U.S. Securities and Exchange Commission.

Mr. West most recently served as President and Chief Executive Officer of Education Management Corporation, joining that company initially as Chief Financial Officer in 2006. Prior to 2006, Mr. West held various executive positions within Internet Capital Group, including serving as Chief Executive Officer of ICG Commerce, the largest subsidiary of the group from 2002-2006. Prior to his time at Internet Capital Group, Mr. West served as Chief Financial Officer for Delta Air Lines. Mr. West began his career as a banker at SunTrust. Mr. West received a BBA in Finance from Emory University.

In connection with his appointment, we have entered into an employment agreement with Mr. West that has an initial term of three years, but which may be renewed on an annual basis at the mutual agreement of the Company and Mr. West. The employment agreement will entitle him to receive the following compensation:

  • A base salary of $600,000;
  • Target annual cash bonus equal to 100% of his base salary;
  • Target annual long-term equity incentive award equal to 250% of his base salary;
  • For 2016 only, the target annual cash bonus and annual long-term equity incentive award shall be paid at no less than the stated targets;
  • A sign-on grant of restricted stock units with an aggregate value of $2,000,000, as well as reimbursement of relocation expenses; and
  • Potential severance benefits upon a termination by Mr. West for good reason, a termination by the Company without cause, or the Company's election not to renew his employment agreement term for any reason other than death, disability or cause, consisting of:
    • Unpaid salary or bonus amounts;
    • Pro-rated bonus for the year of termination;
    • A cash payment equal to two times Mr. West’s base salary as of the date of termination and average annual bonus (determined by using the two years prior to the termination);
    • Continued health and welfare benefits for a period of 18 months; and
    • Accelerated vesting of (1) any portion of his sign-on equity grants described above, (2) any portion of his time-based annual equity awards that would have vested within one year following the date of termination, and (3) solely in the event that the termination occurs within the 24 month period following a change in control of the Company, all unvested annual equity grants outstanding at the time of the termination.

Mr. West will formally succeed Chris Brewster as the Company's Chief Financial Officer upon the filing and acceptance of the Company's 2015 10-K. Mr. Brewster will continue as an executive advisor to the Company to assist in the transition to Mr. West.

A copy of the press release announcing Mr. West's appointment is attached hereto as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

99.1 Press Release dated December 17, 2015

 


SIGNATURE

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.

 Cardtronics Inc.
   
   
Date: December 17, 2015By: /s/ J. Chris Brewster        
  Name: J. Chris Brewster
  Title: Chief Financial Officer
  

EX-99.1 2 exh_991.htm PRESS RELEASE EdgarFiling

EXHIBIT 99.1

Cardtronics Names New Chief Financial Officer

Edward H. West to Succeed Retiring CFO Chris Brewster

HOUSTON, Dec. 17, 2015 (GLOBE NEWSWIRE) -- Cardtronics Inc. (Nasdaq:CATM) today announced that Edward H. West will join the Cardtronics team as chief financial officer, succeeding Chris Brewster, who previously announced his intent to retire. West will join Cardtronics in mid-January and will assume the CFO duties in February 2016, after the filing of the Cardtronics 2015 10-K.

“After a comprehensive search process, we are pleased to introduce Ed West as the next CFO of Cardtronics,” said Steve Rathgaber, chief executive officer, Cardtronics. “Ed brings a broad range of skills and deep leadership experiences to the CFO role that will help deliver the next stage of growth at Cardtronics. From deep regulatory oversight to optimization of capital-intensive businesses to the entrepreneurial spirit of technology-based and consumer-focused organizations, Ed brings a tremendous set of diverse experiences to our leadership team.”

“I want to thank Chris for his 12 years of strong leadership and his commitment to a seamless transition of the CFO role. Through his intelligence and unquestionable character and integrity, Chris has helped guide Cardtronics to unprecedented success and leaves our company well-positioned for continued growth as he retires next year,” Rathgaber added.

West held the role of chief financial officer at three companies – Delta Air Lines, Internet Capital Group and Education Management Corporation. He has 27 years of diversified experience in larger, publicly held companies as well as growth-stage businesses in the education, technology / business services and airline industries. West most recently served as CEO of Education Management. He received the CFO of the Year Award fromInstitutional Investor Magazinein 2012 and was previously named one of the Top 40 Under 40 byCFO Magazine.

“Cardtronics is a global company with a unique value proposition and significant opportunities for growth,” said Ed West. “I am excited to be joining a talented team that has consistently delivered strong results for its shareholders.”

West joined Education Management in 2006 as chief financial officer and became CEO in 2012. Prior to his time there, West joined Internet Capital Group – a technology holding company – as chief financial officer in 2000. In 2002, West transitioned to Internet Capital Group’s largest subsidiary, ICG Commerce, where he served as chief executive officer until 2006. He also served as chief financial officer at Delta Air Lines from 1999 to 2000, after having joined the company in 1994. West began his career in financial services at SunTrust.

Brewster, who joined Cardtronics as chief financial officer in 2004, announced in April he would be retiring. Brewster will continue serving as chief financial officer until West formally assumes the role, and will then shift to an advisory capacity, further assisting with transition activities and special projects.

About Cardtronics (NASDAQ: CATM)

Making ATM cash access convenient where people shop, work and live, Cardtronics is at the convergence of retailers, financial institutions, prepaid card programs and the customers they share. Cardtronics provides services to over 190,000 retail ATMs in North America and Europe. Whether Cardtronics is driving foot traffic for North America and Europe's top retailers, enhancing ATM brand presence for card issuers or expanding card holders' surcharge-free cash access, Cardtronics is convenient access to cash, when and where consumers need it. Cardtronics is where cash meets commerce.

Contact Information:

Media Relations
Nick Pappathopoulos
Director – Public Relations
832-308-4396
npappathopoulos@cardtronics.com
Investor Relations
Phillip Chin
EVP Corporate Development & Investor Relations
832-308-4975
ir@cardtronics.com

 

Cardtronics is a registered trademark of Cardtronics, Inc.

All other trademarks are the property of their respective owners.