THE BRINK’S COMPANY |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Annual Base Salary | $700,000, subject to annual review after 2021 by the Compensation and Benefits Committee of the Board (the “Compensation Committee”). | ||||
Annual Bonus | Participation for 2021 in the Brink’s Incentive Plan (the “BIP”) with a target of 100% of 2021 earned base salary, with the actual payout ranging from 0% to 200% of target, subject to a maximum of 200% of 2021 earned base salary. The 2021 bonus payment will be prorated based on completed months of performance through December 31, 2021. For 2022 and later, as determined by the Compensation Committee pursuant to the BIP, participation in the BIP with an expected maximum of 200% of the target. | ||||
Long-Term Incentive Awards | Eligibility for equity awards consistent with those granted to other senior executives of Company in respect of 2021, with a target long-term incentive opportunity of $2.1 million (“2021 LTI”). These awards will consist of the following, subject to the approval of the Compensation Committee a.50% of the 2021 LTI composed of restricted stock units (“RSUs”), which shall vest in three equal annual installments; and b.50% of the 2021 LTI composed of internal metric performance share units (“PSUs”), which vest on February 24, 2024 based on achievement of the performance targets for the other named executive officers previously approved by the Committee in February 2021. Following 2021, and for each fiscal year thereafter, Mr. Eubanks will be eligible for long-term incentive award opportunities to be determined by the Compensation Committee. |
Employee Benefits | Mr. Eubanks will be eligible for the following employee benefits: a.Employee benefits and fringe benefits on the same basis as other senior executives of the Company; and b.Relocation assistance pursuant to the Company’s relocation policy up to $150,000, as well as a taxable, temporary housing reimbursement of up to $5,000 per month for the 12-month period from the Hire Date. | ||||
Termination and Change in Control Benefits | Mr. Eubanks will be eligible to participate in the Company’s Severance Pay Plan as a Tier 2 Participant. In addition, Mr. Eubanks will receive an enhanced severance benefit as described below. In the event of a termination without cause (as defined in the Severance Pay Plan) or for good reason (as defined in the Severance Pay Plan, but modified to include the Board’s failure to appoint Mr. Eubanks as the Company’s Chief Executive Officer) during the first nine calendar months of employment with the Company, Mr. Eubanks will receive the Severance Pay Benefits, and a.The PSUs granted as part of the 2021 LTI will become fully and immediately vested and deemed earned at the target level; and b.The RSUs granted as a part of the 2021 LTI will vest in full on the one-year anniversary of the grant date of the 2021 LTI. Mr. Eubanks will be eligible to receive this enhanced severance benefit for a period that ends 60 days after the conclusion of the ninth calendar month of his employment. Pursuant to the terms of the offer letter, it is expected that the Company will enter into a change in control agreement with Mr. Eubanks on terms consistent with the change in control agreements with the Company’s other executive officers, other than the Company’s Chief Executive Officer, as described in the Current Report on Form 8-K the Company filed with the Securities and Exchange Commission on March 9, 2020. |
Item 8.01 | Other Events. |
Item 9.01 | Financial Statements and Exhibits. | ||||||||||
(d) | Exhibits | ||||||||||
99.1 | |||||||||||
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
THE BRINK’S COMPANY (Registrant) | ||||||||
Date: August 3, 2021 | By: | /s/ Ronald J. Domanico | ||||||
Ronald J. Domanico | ||||||||
Executive Vice President and Chief Financial Officer |