UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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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. |
As previously disclosed, on October 9, 2024, Arcadium Lithium plc (the “Company”) entered into a Transaction Agreement (the “Agreement”) with Rio Tinto Western Holdings Limited and Rio Tinto BM Subsidiary Limited. In order to incentivize the Company’s named executive officers to remain employed with the Company through the closing of the transaction contemplated by the Agreement (the “Closing”) and during post-Closing integration, on November 15, 2024, the Compensation Committee of the Board of Directors of the Company approved transaction bonus and retention bonuses to each of Paul Graves, Chief Executive Officer and President, Gilberto Antoniazzi, Chief Financial Officer, Vice President and Treasurer, and Sara Ponessa, General Counsel, Vice President and Secretary, consisting of (1) a transaction bonus of $200,000 each, payable on the Closing and (2) a retention bonus award of $100,000 each, payable on the date that is six-month following the Closing, in each case subject to continued service through the payment date. Each of the transaction and retention bonuses will accelerate and become payable upon the named executive officer’s termination of service by the Company without cause prior to the payment date. Unpaid bonuses will be forfeited upon a resignation of employment, including a resignation for “good reason.”
The foregoing description of the transaction and retention bonus arrangements does not purport to be complete and is qualified in its entirety by reference to the bonus arrangements, a copy of which will be filed as an exhibit to the Company’s annual report on Form 10-K for the fiscal year ending December 31, 2024.
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 thereunto duly authorized.
| ARCADIUM LITHIUM PLC | ||
| By: | /s/ Gilberto Antoniazzi | |
| Gilberto Antoniazzi | ||
| Vice President and Chief Financial Officer | ||
Dated: November 19, 2024