Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
OnJanuary 14, 2021 ,TEAM, Inc. (the "Company" or "TEAM") announced a strategic reorganization to better position the company for the recovery, continue sector diversification, and enhance client value (the "Reorganization"). In connection with the Reorganization, the Company announced certain executive leadership changes and the appointment of experienced new talent to the Company's leadership team effectiveJanuary 18, 2021 . The Board of Directors of the Company (the "Board") appointedKeith Tucker , as President, Inspection & Heat Treating,Chad Murray , as President, Mechanical & Onstream Services, andRobert Young , as President, Asset Integrity & Digital. In connection with the Reorganization,Jeff Ott , President - Product & Services Lines, andGrant Roscoe , President - Operations, have agreed to transition out of their current roles and to serve as advisors to the Company.Mr. Ott andMr. Roscoe intend to remain with the Company in such an advisory capacity throughJune 30, 2021 andMarch 15, 2021 , respectively. The Company and the Board are grateful to Messrs. Ott and Roscoe for their years of dedication and service to the Company. Business ExperienceMr. Tucker , 51, joined the Company in 2005 and has 32 years of industry experience, including prior positions atCitgo Petroleum Corporation andBP Amoco .Mr. Tucker began his career as an inspector and has served as TEAM's Executive Vice President - North Division sinceJune 2018 , after having held the positions of Executive Vice President - Mid Continent Division fromApril 2016 toMay 2018 , and Vice President of theGreat Lakes Region , Inspection & Heat Treating segment fromJanuary 2008 toMarch 2016 .Mr. Murray , 47, has worked for TEAM or TEAM acquired companies for over 22 years and most recently served as TEAM's Executive Vice President - Texas Gulf Division sinceJune 2018 . FromApril 2012 untilJune 2018 ,Mr. Murray held various Executive Vice President positions with the Company including as Executive Vice President of Central & Eastern US Mechanical Services,Global Business Development & Marketing , and Global Products & Service Lines.Mr. Murray has over 25 years of industry experience, having begun his career atBaker Hughes INTEQ before joining Cooper Heat-MQS, which was acquired by TEAM in 2004, and then joinedFurmanite Corporation , which was acquired by TEAM in 2016.Mr. Murray has a Bachelor of Science in Management fromLouisiana Tech University .Mr. Young , 49, joined TEAM inJanuary 2018 and has over 26 years of industry experience, including positions at Applus+RTD, a company focused on Non-Destructive Examination, asset integrity inspection services and technical staffing, where he served as President - US Operations fromMarch 2015 toJanuary 2018 , and atT.D. Williamson, Inc. , where he served as Director, Global Integrity Operations fromJanuary 2013 toMarch 2015 . In his most recent role as TEAM's Executive Vice President Product & Service Lines, he helped obtain new patents and patentpending products.Mr. Young has a Bachelor of Science in Marine Science fromTexas A&M University . There is no family relationship between any of Messrs. Tucker, Murray or Young and any director, executive officer, or person chosen by the Company to become a director or executive officer, nor are there any arrangements between any of Messrs. Tucker, Murray or Young and any other persons pursuant to which any of Messrs. Tucker, Murray or Young was selected to serve as an officer. There are no transactions to which the Company or any of its subsidiaries is a party and in which any of Messrs. Tucker, Murray or Young has a direct or indirect material interest subject to disclosure under Item 404(a) of Regulation S-K.
Compensation Information
In connection with their respective appointments, the Compensation Committee (the "Committee") of the Board approved the following compensation arrangements, for each of Messrs. Tucker, Murray and Young, which are set forth in their respective offer letters (each an "Offer Letter"): (i) an annual base salary of$385,000 per year, (ii) eligibility to participate in the Company's annual cash bonus incentive plan with the target bonus of 60% of base salary that can range from 0% to 120% of base salary as a maximum bonus (as determined by the Committee) upon achievement against performance objectives to be determined by the Committee, (iii) eligibility to receive annual long-term equity incentive awards with the expectation that for 2021, each of Messrs. Tucker, Murray and Young will be awarded an aggregate long-term incentive opportunity of$400,000 , consisting of (1) performance stock units, or equivalent performance-based equity compensation, valued at$240,000 , and (2) time-based restricted stock units valued at$160,000 , subject to such executive's employment on the grant dates. The terms and conditions applicable to the 2021 long-term incentive awards, including award values and vesting requirements, will be generally consistent with the terms and conditions applicable to the 2021 annual equity awards granted to similarly-situated -------------------------------------------------------------------------------- executives, as determined by the Committee. The total dollar amount of annual equity awards to be awarded will be reviewed and approved by the Committee each year based on the market and such executive's performance.
The Company and Messrs. Ott and Roscoe are negotiating respective separation agreements which will outline their respective transitions from the Company.
Item 7.01. Regulation FD Disclosure
On
The information in Item 7.01 of this Current Report on Form 8-K (including Exhibit 99.1 attached hereto) is being furnished pursuant to Item 7.01 and shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise be subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof and regardless of any general incorporation language in such filing.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits. The following exhibit is furnished as part of Item 5.02 of this Current Report on Form 8-K: Exhibit number Description 99.1Team Inc's Press Release issuedJanuary 14, 2021 104 Cover Page Interactive Data File
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