(State or other jurisdiction of incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13(c))
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(Title of each class)
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(Trading Symbol(s))
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(Name of each exchange on which registered)
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Item 5.02. |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
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Ms. Scott will serve as the Company’s President and Chief Executive Officer. Ms. Scott’s initial annual base salary under the agreement will be $925,000 and her target annual bonus opportunity will be 125% of her base salary, Ms. Scott
will also be entitled to receive an annual equity or equity-based award under the Vestis Corporation Long-Term Incentive Plan (the “LTIP”) with a target grant date value of $3,600,000, subject to approval by the Company’s Compensation and
Human Resources Committee (the “Committee”).
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Mr. Dillon will serve as the Company’s Executive Vice President and Chief Financial Officer. Mr. Dillon’s initial annual base salary under the agreement will be $618,000 and his target annual bonus opportunity will be 75% of his base
salary. Mr. Dillon will also be entitled to receive an annual equity or equity-based award under the LTIP with a target grant date value of $1,000,000, subject to approval by the Committee.
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Ms. Kervin will serve as the Company’s Executive Vice President and Chief Human Resources Officer. Ms. Kervin’s initial annual base salary under the agreement will be $450,000 and her target annual bonus opportunity will be 60% of her
base salary. Ms. Kervin will also be entitled to receive an annual equity or equity-based award under the LTIP with a target grant date value of $500,000, subject to approval by the Committee.
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Mr. Shih will serve as the Company’s Executive Vice President and Chief Technology Officer. Mr. Shih’s initial annual base salary will be $380,000 and his target annual bonus opportunity will be 50% of his base salary. Mr. Shih will also
be entitled to receive an annual equity or equity-based award under the LTIP with a target grant date value of $400,000, subject to approval by the Committee.
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Base salary plus target bonus for 12 months (24 months for Ms. Scott), payable in regular installments over 12 months (24 months for Ms. Scott);
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A lump sum payment equal to the Executive’s Pro-Rated Annual Bonus, payable at the same time that annual bonuses are otherwise paid to executives who have not terminated employment;
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A payment equal to the cost of COBRA premiums for medical, dental and vision for 12 months (24 months for Ms. Scott), payable in regular installments over 12 months (24 months for Ms. Scott);
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Continued car allowance for 12 months (24 months for Ms. Scott); and
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Outplacement services for up to 12 months (24 months for Ms. Scott) following termination.
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Base salary plus target bonus for 18 months (30 months for Ms. Scott), generally payable in a lump sum;
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A lump sum payment equal to the Executive’s pro-rata target annual bonus for the year in which the termination occurs;
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A lump sum payment equal to the cost of COBRA premiums for medical, dental and vision for 18 months (30 months for Ms. Scott);
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A lump sum payment equal to the Executive’s car allowance for 18 months (30 months for Ms. Scott); and
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Outplacement services for up to 18 months (30 months for Ms. Scott) following termination.
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Item 9.01. |
Financial Statements and Exhibits.
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Exhibit
Number
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Description
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Amended and Restated Employment Agreement, dated as of April 2, 2024, by and between Vestis Corporation and Kim T. Scott
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Amended and Restated Employment Agreement, dated as of April 2, 2024, by and between Vestis Corporation and Rick T. Dillon
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Amended and Restated Employment Agreement, dated as of April 2, 2024, by and between Vestis Corporation and Angela J. Kervin
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Amended and Restated Employment Agreement, dated as of April 2, 2024, by and between Vestis Corporation and Grant Shih
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104
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Cover Page Interactive Data File (embedded within the Inline XBRL document)
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VESTIS CORPORATION
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Date: April 5, 2024
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By:
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/s/ Rick Dillon
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Name:
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Rick Dillon
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Title:
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Executive Vice President and Chief
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Financial Officer
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