BOWFLEX INC. Item 5.02 Departure of Directors or Certain Officers; Election
of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On May 14, 2021 , each of the Board of Directors (the "Board") of Nautilus, Inc.
(the "Company") and the Compensation Committee of the Board (the "Compensation
Committee") approved a new form of performance-based restricted unit award
agreement (the "Performance RSU Award Agreement") that will be used to grant
performance-based restricted stock unit awards ("Performance RSU Awards")
pursuant to the Company's Amended and Restated 2015 Long Term Incentive Plan
(the "Plan"). The payouts under the Performance RSU Awards is based upon
achievement of a key metric anchored to the approved long-range plan. The actual
number of shares issued under the Performance RSU Awards is based on the level
at which the performance goals are achieved as of March 31, 2024 (the
"Performance Goals") and can range from 30% of the award at the minimum
threshold to 200% of the award at the maximum level.
Payouts of the Performance RSU Awards will vest, if at all, upon the
Compensation Committee's determination and certification of the level at which
the Company has achieved the specified Performance Goals. To the extent earned,
the payouts of the Performance RSU Awards will be settled in the form of shares
of Common Stock, pursuant to the Plan
The foregoing description of the form of Performance RSU Award Agreement does
not purport to be complete and is subject to, and qualified in its entirety by,
the full text of the form of Performance RSU Award Agreement that is attached
hereto as Exhibit 10.1 and incorporated herein by reference.
Approval of Restricted Stock Unit Awards and Performance RSU Awards
OnMay 14, 2021 , the Board and the Compensation Committee approved grants of restricted stock unit awards ("RSU Awards") and Performance RSU Awards to its named executive officers as listed below. The RSU Awards and Performance RSU Awards were made pursuant to the form of restricted stock unit award agreement ("RSU Award Agreement") attached hereto as Exhibit 10.2 and form of Performance RSU Award Agreement between the Company and each of its named executive officers. Restricted stock units granted pursuant to the RSU Award Agreements vest in three equal installments on each of the first three anniversaries of the grant date. If earned, the RSU Awards will be settled in the form of shares of Common Stock, pursuant to the Plan. RSU Awards do not entitle the recipient the rights of a holder of Common Stock until shares are issued in settlement of the vested units. The foregoing description of the form of RSU Award Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the form of RSU Award Agreement that is attached hereto as Exhibit 10.2 and incorporated herein by reference.
The following table sets forth the named executive officers who received RSU
Awards and Performance RSU Awards on
Number of
Performance RSU
Number of RSU Awards Awarded
Awards Awarded Pursuant to
Pursuant to RSU Performance RSU
Recipient Current Position Award Agreements Award Agreements
James Barr IV Chief Executive Officer 29,364 29,364
Aina E. Konold Chief Financial Officer 9,044 9,044
Becky L. Alseth Chief Marketing Officer 6,680 6,680
Christopher K. Quatrochi Senior Vice President, Innovation 6,680 6,680
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Item 9.01 Financial Statements and Exhibits
(d) Exhibits
The following exhibits are furnished herewith and this list is intended to constitute the exhibit index:
10.1 Performance Unit Agreement
10.2 Restricted Stock Unit Agreement
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