UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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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. |
On January 24, 2024, Stanley Black & Decker, Inc. (the “Company”) and Donald Allan, Jr., the Company’s President and Chief Executive Officer, entered into an amendment (the “Amendment”) to Mr. Allan’s existing employment agreement dated May 31, 2022 with the Company (the “Employment Agreement”).
Pursuant to the Amendment, (a) the term of the Employment Agreement was extended to June 30, 2026, unless further extended pursuant to the terms therein (the “Initial Term”); (b) Mr. Allan’s annual base salary increased to $1,350,000, effective January 1, 2024; (c) Mr. Allan’s target bonus opportunity under the Company’s Management Incentive Compensation Plan increased to 155% of his base salary for 2024 (and for subsequent fiscal years as determined by the Company’s board of directors (the “Board”)); (d) Mr. Allan will be eligible to receive a target long term incentive award of no less than $10 million in each of fiscal years 2024 and 2025, with at least 50% of the grant date value of annual equity awards granted each such year to consist of performance share units and the balance to consist of a mix of stock options and restricted stock units or other instruments determined by the Board in its sole discretion at the time of grant; and (e) in the light of the extension, the lump sum cash component of Mr. Allan’s severance benefit at (i) two times the sum of his then-current annual salary plus his annual bonus target amount for the year of termination; or (ii) one times such amount, each as described in the Employment Agreement, were accordingly revised to reflect that payment would be made if a qualifying termination occurs on or prior to June 30, 2025, or, after June 30, 2025 and before the expiration of the Initial Term, respectively.
This summary is qualified in its entirety by the Amendment, a copy of which is included as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits: |
| Exhibit No. |
Description | |
| 10.1 | Employment Agreement Amendment, dated January 24, 2024, between Stanley Black & Decker, Inc. and Donald Allan, Jr. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
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.
| STANLEY BLACK & DECKER, INC. | ||||
| Date: January 24, 2024 |
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| By: | /s/ Janet M. Link | |||
| Name: | Janet M. Link | |||
| Title: | Senior Vice President, General | |||
| Counsel and Secretary | ||||