Teradata Grants CEO Steve McMillan Inducement Awards Pursuant to NYSE Rule 303A.08
11 July 2020 - 6:15AM
Business Wire
Teradata Corporation (NYSE: TDC) today announced that the
independent members of the Board of Directors have made certain
equity awards to new President and Chief Executive Officer Steve
McMillan, effective June 9, 2020. The awards were made pursuant to
the company's previously-announced offer letter with Mr. McMillan,
and as a material inducement to his joining Teradata as President
and Chief Executive Officer and a member of the Board of
Directors.
The awards made to Mr. McMillan are as follows: (i) a make-whole
award consisting of service-based restricted share units covering
200,530 shares, which shall vest 45% on December 1, 2020, 42% on
the first anniversary of the date of grant, and 13% on the second
anniversary of the date of grant, (ii) an annual grant of
service-based restricted share units covering 146,237 shares, which
shall vest in equal amounts on the first, second and third
anniversaries of the grant date, and (iii) an annual grant of
performance-based restricted share units covering 219,355 shares,
which shall vest based on the extent to which the company achieves
two equally weighted financial goals (year-over-year growth of
reported annual recurring revenue and free cash flow as a percent
of total reported revenue) during the 3-year performance period
ending December 31, 2022. The make-whole award is subject to
accelerated vesting in full, and the annual grants are subject to
pro-rated vesting (subject to a minimum pro-ration factor of
2/3rds) upon a termination of employment by Teradata without cause
or by Mr. McMillan for good reason (with the performance-based
restricted share units vesting based on actual performance
results).
The restricted share units were all granted outside of the
Teradata 2012 Stock Incentive Plan (but generally have terms and
conditions consistent with those set forth in that plan) and were
approved by the independent members of the Board of Directors in
reliance on the employment inducement exemption under the NYSE's
Listed Company Manual Rule 303A.08, which requires public
announcement of inducement awards. Pursuant to the requirements of
that rule, Teradata is issuing this press release.
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the power of data. Teradata leverages all of the data, all of the
time, so you can analyze anything, deploy anywhere, and deliver
analytics that matter most to your business. And we do it
on-premises, in the cloud, or anywhere in between. We call this
pervasive data intelligence, powered by the cloud. It’s the answer
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INVESTOR CONTACT Nabil Elsheshai 858-485-2125 office
nabil.elsheshai@teradata.com MEDIA CONTACT Jennifer Donahue
858-485-3029 office jennifer.donahue@teradata.com
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