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): January 17, 2017

 

 

Everspin Technologies, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-37900   26-2640654

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

1347 N. Alma School Road

Suite 220

Chandler, Arizona 85224

(Address of principal executive offices, including zip code)

(480) 347-1111

(Registrant’s telephone number, including area code)

Not Applicable

(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.

2016 Performance Bonus Program

On January 17, 2017, the Compensation Committee of the Board of Directors of Everspin Technologies, Inc., certified the achievement of Everspin’s corporate and individual performance goals under its 2016 performance bonus program. The 2016 annual performance bonuses for each of the executive officersset forth below were based upon the achievement of corporate performance goals (70%) and individual performance goals (30%), which the Compensation Committee determined was appropriate in order to reinforce the importance of integrated and collaborative leadership. The corporate performance goals related to business and corporate development objectives, collaboration objectives and financial management objectives. The individual performance goals consisted of a subjective assessment of each executive officer’s individual contributions to Everspin. The following table sets forth the 2016 performance bonuses which will be paid in 2017:

 

Name

   2016 Performance
Bonus Award
 

Phillip LoPresti

   $ 135,000   

President and Chief Executive Officer

  

Terry Hulett

   $ 44,334   

Vice President, Storage Solutions

  

Scott Sewell

   $ 72,794   

Vice President, Sales

  

2017 Performance Bonus Plan and Salary Increases

On January 17, 2017, the Compensation Committee, approved annual salaries and target performance bonus percentages for Everspin’s 2017 performance bonus program for Everspin’s executive officers set forth below. The 2017 annual performance bonuses for each executive officer, other than Phillip LoPresti and Scott Sewell, will be based upon the achievement of corporate performance goals (50%) and individual performance goals (50%). Mr. LoPresti’s and Mr. Sewell’s annual performance bonus will be based upon the achievement of corporate performance goals (80%) and individual performance goals (20%). The corporate performance goals will relate to business and corporate development objectives, collaboration objectives and financial management objectives. The individual performance goals will consist of a subjective assessment of each executive officer’s individual contributions to Everspin. The following table sets forth the base salary and target bonuses for 2017:

 

Name

   2017 Base Salary      Total 2017 Target
Performance
Bonus as a
Percentage of
Base Salary
    Total 2017 Target
Performance Bonus
Amount
 

Phillip LoPresti

   $ 327,000         50   $ 163,500   

President and Chief Executive Officer

       

Terry Hulett

   $ 229,500         25   $ 57,375   

Vice President, Storage Solutions

       

Scott Sewell

   $ 218,000         48   $ 104,640   

Vice President, Sales

       

Jeff Winzeler

   $ 260,000         35   $ 91,000   

Chief Financial Officer

       


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.

 

    Everspin Technologies, Inc.
Dated: January 23, 2017    
    By:  

/s/ Phillip LoPresti

      Phillip LoPresti
      President and Chief Executive Officer