FLUX POWER HOLDINGS, INC. Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e) (i) On
A copy of the Amendment No. 2. to the 2014 Plan is attached as Exhibit 10.1 hereto and is incorporated herein by reference to this Form 8-K. In addition, the foregoing summary of the RSUs is subject to, and qualified in its entirety to the terms set forth in the Form of Restricted Stock Unit Award Agreement and the Form of the Performance Restricted Stock Unit Award Agreement which are attached as Exhibits 10.2 and 10.3 hereto and are incorporated herein by reference to this Form 8-K.
(ii) In addition, on
A copy of the Annual Bonus Plan is attached as Exhibit 10.4 hereto and is incorporated herein by reference to this Form 8-K.
(iii) On
Percentage Target
Name Position Current Base Salary of Salary Cash Bonus
Chief Executive
Ronald F. Dutt Officer $ 250,000 50 % $ 125,000
Chief Financial
Charles Scheiwe Officer $ 190,000 35 % $ 66,500
Chief Operating
Jonathan Berry Officer $ 190,000 35 % $ 66,500
3
Under the 2021 Bonus Grant, the Company's executives are eligible to receive cash incentive bonus payments based on the target cash bonus amount and on the achievement of financial targets and corporate objectives as follows:
Achievements Minimum Target Maximum
Bonus payments based on Target Cash Bonus Amount 70 % 100 % 150 %
(iii) On
The following executive officers and key employees of the Company were granted RSUs under the 2014 Plan in the amounts and according to the vesting schedule indicated below:
Time Based Awards:
Name Position No. of RSUs Vesting Schedule
Ronald F. Dutt Chief Executive Officer 6,607 Three Year Cliff
Charles Scheiwe Chief Financial Officer 3,515 Three Year Cliff
Jonathan Berry Chief Operating Officer 3,515 Three Year Cliff
Performance Based Awards:
No. of RSUs
Name Position Maximum Grant Vesting Schedule
Ronald F. Dutt Chief Executive Officer 9,910 Up to one third will
vest at the end of
each fiscal year over
a three year fiscal
period upon meeting
performance targets
for each fiscal year*
Charles Scheiwe Chief Financial Officer 5,272 Up to one third will
vest at the end of
each fiscal year over
a three year fiscal
period upon meeting
performance targets
for each fiscal year*
Jonathan Berry Chief Operating Officer 5,272 Up to one third will
vest at the end of
each fiscal year over
a three year fiscal
period upon meeting
performance targets
for each fiscal year*
* The performance target for the RSU will be based on EBITDAS (earnings before
interest expense (excluding interest income), taxes, depreciation, amortization
and stock compensation expense in accordance with
Retention Awards: Name Position No. of RSUs Vesting Schedule Ronald F. Dutt Chief Executive Officer 13,214 Four Year Cliff Charles Scheiwe Chief Financial Officer 7,030 Four Year Cliff Jonathan Berry Chief Operating Officer 7,030 Four Year Cliff 4
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. Exhibit Number Description 10.1 Amendment No. 2. to theFlux Power Holdings Inc. 2014 Equity Incentive Plan 10.2 Form of Restricted Stock Unit Award Agreement 10.3 Form of Performance Restricted Stock Unit Award Agreement 10.4 Annual Cash Bonus Plan 5
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