Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On March 11, 2021, SpartanNash Company announced the hiring of Mr. Jason Monaco
as the Company's Executive Vice President and Chief Financial Officer. Mr.
Monaco is expected to become the Company's Executive Vice President and Chief
Financial Officer on March 22, 2021. The Company's current Executive Vice
President and Chief Financial Officer, Mark E. Shamber, will remain with the
Company until April 30, 2021 for a transition period.
On March 5, 2021, Ms. Tammy Hurley, Vice President Finance and Chief Accounting
Officer announced her intention to retire effective April 23, 2021. In
anticipation of her retirement, Todd Riksen will be promoted to Vice President,
Corporate Controller effective March 14, 2021; Mr. Monaco will serve as
Principal Accounting Officer upon Ms. Hurley's retirement.
Mr. Monaco, 44, has served as the Chief Financial Officer of Cornerstone
Chemical Company, a global producer of intermediate chemicals, since August
2020, and previously served as Chief Financial Officer of Borden Dairy Co. from
December 2018 until August 2020, where he led Borden Dairy through the
completion of its financial restructuring in a bankruptcy reorganization. Mr.
Monaco also served as Vice President and Group Chief Financial Officer of
Celanese Corporation from September 2017 until December 2018. He was Vice
President, Finance & Treasurer of Arrow Electronics from 2014 until 2016. He
began his career with Kimberly Clark as a Financial Analyst in 1998 and advanced
through the organization, holding finance positions of increasing
responsibility, including as chief financial officer of its South Asia business
and as a group chief financial officer for the healthcare and B2B divisions.
Mr. Monaco will receive an annual base salary of $500,000, a signing bonus of
$55,000, and be eligible to receive a cash bonus for 2021; his cash bonus
opportunity will be set at 75% of his base salary under the SpartanNash Annual
Incentive Plan (the "AIP"). His bonus will be based upon his eligible earnings
during fiscal year 2021. He will also be eligible to participate in the
SpartanNash Long Term Incentive Plan ("LTIP") at a target level equal to
$725,000, pro-rated for the period from his date of hire through the end of
fiscal year 2021. Under the terms of the 2021 SpartanNash LTIP program, one-half
of the LTIP award consists of a grant of restricted stock units, vesting in
equal annual installments on each of the three years after the date of grant.
The other half of the LTIP award is a performance cash award, subject to the
achievement of certain targets over a two-year performance period, with a
three-year vesting period. He will receive an initial restricted stock award
with an intended grant date value of $500,000, vesting in equal annual
installments over a four-year period from the date of grant. He will receive
relocation assistance and be eligible to participate in the Company's 401(k)
plan, health insurance plan, supplemental savings plan and other benefit
programs offered to its employees.
Item 8.01. Other Events.
On March 11, 2021, the Company issued a press release announcing the engagement
of Mr. Monaco. A copy of the press release is attached as Exhibit 99.1 and
incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
(d)Exhibits
2
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See the Exhibit Index below, which is incorporated by reference herein.
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