8-K 1 d54925e8vk.htm FORM 8-K e8vk
 

 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (date of earliest event reported): March 7, 2008
METROPCS COMMUNICATIONS, INC.
(Exact Name of Registrant as Specified in Charter)
         
DELAWARE   1-33409   20-0836269
(State or Other Jurisdiction of   (Commission File Number)   (I.R.S. Employer Identification No.)
Incorporation)        
     
2250 Lakeside Boulevard    
Richardson, Texas   75082
(Address of Principal Executive Offices)   (Zip Code)
Registrant’s telephone number, including area code: 214-570-5800
(Former name or former address, if changed since last report): Not Applicable
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
  o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
  o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
  o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
  o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

Item 5.02.   Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
     Stock Option Grants
     On March 7, 2008, the MetroPCS Communications, Inc. (the “Company”) Board of Directors approved stock option grants to certain executive officers of the Company under the Amended and Restated MetroPCS Communications, Inc. 2004 Equity Incentive Compensation Plan (the “2004 Plan”) as follows:
                 
Name   Position   Number of Options   Vesting Schedule1
Roger D. Linquist
  President and Chief Executive Officer     1,245,000     4 years
 
               
Thomas C. Keys
  Chief Operating Officer     565,120     4 years
 
               
J. Braxton Carter
  Executive Vice President and Chief Financial Officer     250,000     4 years
 
               
Mark A. Stachiw
  Executive Vice President, General Counsel and Secretary     185,000     4 years
 
               
Robert A. Young
  Senior Vice President, Market
Operations, Northeast
    130,000     4 years
 
               
Malcolm L. Lorang
  Senior Vice President and Chief Technology Officer     32,500     1 year2
     All of the stock option grants approved by the Board of Directors on March 7, 2008 have an exercise price equal to the closing price of the Company’s common stock on the New York Stock Exchange on that date, $16.20 per share.
     2008 Annual Cash Incentive Performance Awards
     On March 7, 2008, the Company’s Board of Directors approved cash performance awards for fiscal year 2008 under the 2004 Plan based on 2008 business metrics approved by the Board of Directors. These performance awards will be paid in early 2009 to Company executive officers, including the named executive officers, based on individual and Company performance against the 2008 approved metrics as described below.
 
1   Unless otherwise indicated, (i) one quarter of the options vest and become exercisable on March 7, 2009 and (ii) beginning on March 7, 2009, 1/36 of the remaining options vest and become exercisable on the seventh day of each successive month.
 
2   With respect to this grant, beginning on April 7, 2008, 1/12 of the options vest and become exercisable on the seventh day of each successive month.

 


 

     The following table sets forth the Board of Director approved weighting, shown as a percentage of the total cash performance award, of the individual measures and the company/team performance measures that will be used to determine cash performance award payments to the Company’s executive officers, including the named executive officers, for the fiscal year ending December 31, 2008:
             
        Percentage of Cash Performance
2008 Measures       Award
 
  • Gross margin        
 
  • Adjusted EBITDA per average subscriber        
Company/team
  • Net additions     70 %
performance
  • Capital expenditures per ending subscriber        
 
  • New market milestones        
 
  • Discretionary        
Individual performance
        30 %
     The Board of Directors also approved targets for the individual performance and company/team performance measures that would result in varying levels of cash payments under the cash performance awards. The following table sets forth the target and maximum payment opportunities for cash performance awards to the named executive officers previously approved by the Board of Directors as a percentage of annual base salary at corresponding levels of performance against the Company’s goals for the fiscal year ending December 31, 2008:
             
        2008 Cash Performance Award Payout Level
        Based on Goal Achievement
            Maximum
        At 100% (Target)   performance
Roger D. Linquist
  President and Chief Executive Officer   140% of base salary   280% of base salary
 
           
Thomas C. Keys
  Chief Operating Officer   85% of base salary   170% of base salary
 
           
J. Braxton Carter
  Executive Vice President and Chief Financial Officer   75% of base salary   150% of base salary
 
           
Mark A. Stachiw
  Executive Vice President, General Counsel and Secretary   75% of base salary   150% of base salary
 
           
Robert A. Young
  Senior Vice President,
Market Operations,
Northeast
  75% of base salary   150% of base salary
 
           
Malcolm L. Lorang
  Senior Vice President and Chief Technology Officer   65% of base salary   130% of base salary

 


 

SIGNATURES
     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
         
 
METROPCS COMMUNICATIONS, INC.
 
 
Date: March 13, 2008  By:   /s/ J. Braxton Carter    
    J. Braxton Carter   
    Executive Vice President and CFO