UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM
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CURRENT REPORT
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On February 5, 2020, Vyomesh I. Joshi notified the Board of Directors (the “Board”) of 3D Systems Corporation (the “Company”) of his intention to retire as President and Chief Executive Officer of the Company effective as of the date that his successor becomes President and Chief Executive Officer of the Company (the “Retirement Date”).
In connection with Mr. Joshi’s decision to retire, he announced that he will resign as a member of the Company’s Board, effective as of the Retirement Date.
At the request of the Board, Mr. Joshi will serve as a strategic advisor to the Company for a one-year period following his retirement. In connection with this advisory role, on February 6, 2020, the Company and Mr. Joshi entered into an Advisory Agreement (the “Advisory Agreement”).
Pursuant to the Advisory Agreement, following the Retirement Date, Mr. Joshi will serve as a non-employee advisor to the Company for a period of 12 months (the “Advisory Period”). During the Advisory Period, Mr. Joshi will perform such tasks and provide such services to which his successor and Mr. Joshi mutually agree.
Pursuant to the Advisory Agreement, Mr. Joshi will be entitled to receive an annual advisory payment equal to 50% of his base salary as of the Retirement Date, paid in 12 monthly installments during the Advisory Period. The Advisory Agreement provides that Mr. Joshi will continue to be eligible to receive his 2020 annual incentive award in the amount of up to 100% of his base salary as of the Retirement Date. Any 2020 annual incentive award will be based on the determination of the Board’s Compensation Committee based on individual and Company performance goals and will be pro-rated based on the Retirement Date. Mr. Joshi’s time-based equity awards will continue to vest through the Advisory Period with any unvested time-based equity awards forfeited on the last day of the Advisory Period. He will also continue to receive Company healthcare and other benefits available to other senior executives of the Company following the Retirement Date and through the Advisory Period.
The preceding description of the Advisory Agreement is qualified in its entirety by the full text of the Advisory Agreement attached hereto as Exhibit 10.1, which is incorporated herein by reference.
In connection with Mr. Joshi’s retirement, the Company issued a press release, a copy of which is furnished as Exhibit 99.1 to this report and is incorporated by reference into this Item 7.01.
In accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01 (and in such press release) shall not be deemed “filed” with the Securities and Exchange Commission for purposes of the Securities Exchange Act of 1934, as amended, nor incorporated by reference in any registration statement filed by the registrant under the Securities Act of 1933, as amended.
(d) Exhibits.
| 10.1 | Advisory Agreement, between 3D Systems Corporation and Vyomesh I. Joshi, dated as of February 6, 2020 |
| 99.1 | Press Release, dated February 6, 2020 (furnished pursuant to Item 7.01) |
| 104 | Cover Page Interactive Data File (embedded within Inline XBRL document) |
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.
| 3D SYSTEMS CORPORATION | ||
| Date: February 6, 2020 | By: | /s/ Andrew M. Johnson |
| Andrew M. Johnson | ||
| Executive Vice President, Chief Legal Officer and Secretary | ||