WEATHERFORD INTERNATIONAL PLC Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
Approval of Short-Term Incentive Plan
On
The STIP will cover employees designated by the Committee as participants,
including our Chief Executive Officer,
The foregoing summary is qualified in its entirety by the STIP, which is filed as Exhibit 10.1 to this Form 8-K and incorporated herein by reference.
Approval of Forms of Award Agreement and Equity Awards
On
Awards made under the form RSU award agreement and the Phantom Unit award agreement generally vest in two equal annual installments over the two-year period from the date of grant. Awards made under the form PSU award agreement may be earned between 0% and 200% of the target award based on achievement of performance goals determined by the Committee and will vest following the completion of a two-year performance period. Awards made under the Phantom Unit award agreement may be subject to a payout maximum equal to 200% of the grant date fair value of the underlying award.
Under the Award Agreements, upon a termination of employment by the Company without "Cause" or by the participant for "Good Reason" (each as defined in the Award Agreements), as applicable, the participant will be entitled to accelerated vesting of a pro-rated portion of the next eligible tranche of any outstanding RSUs or Phantom Units based on days elapsed in each tranche. In addition, the participant will be eligible for accelerated vesting of outstanding PSUs, which will settle at the end of the applicable performance period based on actual performance through the end of the performance period, pro-rated for days elapsed prior to the date of termination. Upon a Qualifying Termination (as defined in the Company's Change in Control Severance Plan), all awards granted under the Award Agreements will accelerate and vest upon such termination of employment, with PSUs vesting based on actual performance through the date of termination.
Each of the Award Agreements will be used to grant equity-based awards to Messrs. Saligram and Jennings, with respect to the following numbers of ordinary shares of the Company per award:
Girish K. Saligram H. Keith Jennings
RSU 249,852 115,796
PSU 499,703 192,993
Phantom Unit 61,085 56,620
The foregoing summary is qualified in its entirety by the forms of award agreement, which are filed as Exhibits 10.2, 10.3 and 10.4, respectively, to this Form 8-K and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits Exhibit Number Exhibit Description 10.1Weatherford International plc Short-Term Incentive Plan 10.2 Form of Restricted Share Unit Award Agreement 10.3 Form of Performance Share Unit Award Agreement 10.4 Form of Phantom Share Unit Award Agreement 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
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