Amendment: Hamilton Beach Brands Holding Company filed SEC Form 8-K: Leadership Update
$HBB
Home Furnishings
Consumer Discretionary
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K/A
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Explanatory Note
As previously disclosed by Hamilton Beach Brands Holding Company (the “Company”) in its Current Report on Form 8-K filed on September 24, 2024 (the “Original Form 8-K”), the Board of Directors of the Company (the “Board”) appointed R. Scott Tidey as Chief Executive Officer of the Company. The sole purpose of this amendment is to include additional disclosure regarding the compensation of Mr. Tidey that has been determined subsequent to the time of the Original Form 8-K.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 18, 2024, the Compensation and Human Capital Committee of the Board approved the following adjustments to Mr. Tidey’s compensation in connection with his service as Chief Executive Officer of the Company, retroactive to October 1, 2024:
•a base salary increase from the current annual rate of $625,480 to an annual rate of $775,000 per year, subject to applicable withholdings and payroll deductions;
•an increase in target short-term incentive compensation under the Company’s annual incentive compensation plan from a 2024 target award of $475,300 to a 2024 target award of $794,790 (which award, in general, can be earned from 0% to 150% of target); and
•an increase in target long-term incentive compensation under the Company’s long-term incentive compensation plan from a 2024 target award of $897,978 to a 2024 target award of $1,624,904 (which award, in general, can be earned from 0% to 150% of target and which target award amounts reflect a 15% increase to account for the immediately taxable nature of awards under the long-term incentive compensation plan).
The incentive amounts under the Company’s annual incentive compensation plan and long-term compensation plan will be determined on a pro-rated basis based on all applicable target award levels for 2024, including in connection with Mr. Tidey's appointment as President of the Company and subsequent appointment as Chief Executive Officer of the Company.
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.
Date: | November 20, 2024 | HAMILTON BEACH BRANDS HOLDING COMPANY | |||||||||
By: | /s/ Lawrence K. Workman, Jr. | ||||||||||
Name: | Lawrence K. Workman, Jr. | ||||||||||
Title: | Senior Vice President, General Counsel and Secretary | ||||||||||