Item 5.02. Departure of Directors or Principal Officers; Election of
Directors; Appointment of Principal Officers.
On May 6, 2021, NRG Energy, Inc. (the Company) announced the appointment of
Alberto Fornaro as Executive Vice President and Chief Financial Officer of the
Company, effective June 1, 2021.
Alberto Fornaro, 56, was Chief Financial Officer of Coupang, Inc. (Coupang) from
February 2020 to December 2020 and has been serving as a Senior Advisor since
December 2020. Prior to Coupang, he spent almost nine years at International
Gaming Technology plc (IGT) from 2011 to January 2020 where he most recently
served as Executive Vice President and Chief Financial Officer since 2013.
Before IGT, Alberto was Group CFO and President of the Europe, Middle East, and
Africa division at Doosan Infracore Construction Equipment. Mr. Fornaro also
served as General Manager and CFO of Technogym and spent 12 years in finance at
CNH Global/Fiat Group in Italy and in the U.S. Mr. Fornaro holds a bachelor's
degree in Economics and Banking from the University of Siena, Italy; a two-year
post-graduate degree in Banking and Finance from the University of Siena's Post
Graduate School in Banking; and was a Visiting Scholar at the Ph.D. Program in
Economics at Columbia University, New York. In 2019, he graduated at the
Advanced Management Program of Harvard Business School. Mr. Fornaro is licensed
as a Certified Public Accountant in Illinois.
Mr. Fornaro will receive a base salary of $725,000 annually and a sign-on bonus
consisting of $1,000,000 payable in two installments ($500,000 within 30 days of
June 1, 2021 and $500,000 within 30 days of June 1, 2022); and an equity grant
of $1,000,000 of which (i) thirty three percent (33%) will be issued as
Restricted Stock Units ("RSUs") that will vest over three years in increments of
one-third of the total grant on each anniversary of the grant date; and (ii)
sixty seven percent (67%) will be issued as Relative Performance Stock Units
("RPSUs") that will vest on the third anniversary of the grant date. The number
of shares that may ultimately vest pursuant to the grant of RPSUs will be
subject to the Company's total shareholder return.
Mr. Fornaro will participate in the Company's Annual Incentive Plan with a
target level of 75% of his base salary and a maximum level of 150% of his base
salary. He will also participate in the Company's Long-Term Incentive Plan
valued at 200% of his base salary, which will consist of a combination of RSUs
and RPSUs, or other design as determined by the Compensation Committee. In
addition, Mr. Fornaro will be a participant in the Company's Executive Change in
Control and General Severance Plan.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. The following exhibit is furnished with this report:
Exhibit No. Description
99.1 Press release dated May 6, 2021.
104 Cover Page Interactive Data File (cover page XBRL tags are embedded
within the Inline XBRL document)
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