Microvast Holdings Inc. filed SEC Form 8-K: Leadership Update, Financial Statements and Exhibits
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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.
Resignation of Chief Accounting Officer
On December 1, 2024, Lu Gao provided notice of her intention to resign from her role as Chief Accounting Officer of Microvast Holdings, Inc. (the “Company”) for personal reasons. Ms. Gao’s resignation is not a result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices. Ms. Gao will remain with the Company for a transitional period through January 31, 2025 or an earlier date mutually agreed between the Company and Ms. Gao.
Executive Compensation
On December 2, 2024, the Compensation Committee (the “Compensation Committee”) of the Board of Directors of the Company (the “Board”), in consultation with its independent compensation consultant, recommended the Board approve certain base salary adjustments, one-time cash bonuses and equity awards for Yang Wu, the Company’s Chairman and Chief Executive Officer, Isida Tushe, the Company’s President, General Counsel and Corporate Secretary, and Dr. Shengxian Wu, the Company’s Chief Operating Officer, in order to compensate Mr. Wu, Ms. Tushe and Dr. Wu for, among other things, the additional responsibilities of their roles. The Board approved the base salary adjustments, one-time cash bonuses and equity awards on December 5, 2024.
Effective December 1, 2024, Mr. Wu’s base salary was increased from $550,000 to $564,480, Ms. Tushe’s base salary was increased from $200,000 to $450,000 and Dr. Wu’s base salary was increased from $250,000 to $400,000. Additionally, Ms. Tushe and Dr. Wu were each granted a one-time cash bonus in the amounts of $125,000 and $93,750, respectively, payable on the earlier of the date annual bonuses for 2024 are paid to executive officers of the Company or March 15, 2025.
The Board also approved the grant of 500,000 restricted stock units (“RSUs”) to Mr. Wu and the grant of stock options to purchase 1,000,000 shares of the Company’s common stock at an exercise price of $1.29 to each of Ms. Tushe and Dr. Wu. The RSUs and stock options were granted pursuant to the Company’s 2021 Equity Incentive Plan. The RSUs granted to Mr. Wu were fully vested at grant, and the stock options granted to Ms. Tushe and Dr. Wu will vest in equal installments on each of November 8, 2025, 2026 and 2027, subject to continued employment on each vesting date.
Except as otherwise set forth in an executive officer’s employment agreement or offer letter with the Company, all unvested RSUs or stock options, as applicable, will be forfeited upon the executive’s termination of employment with the Company for any reason other than for Cause (as defined in the employment agreement or offer letter and in the absence of any such agreement, in the applicable award agreement), and any vested stock options will remain exercisable until the earlier of 90 days following the executive’s termination of employment or the stock option’s expiration date. If an executive officer’s employment with the Company is terminated for Cause, all RSUs or stock options, as applicable, whether vested or unvested, will be forfeited.
Item 9.01 Financial Statement and Exhibits
(d) Exhibits
| Exhibit No. | Description | |
| 10.1 | Form of Stock Option Award Agreement under the Microvast Holdings, Inc. 2021 Equity Incentive Plan. | |
| 10.2 | Form of Restricted Stock Unit Award Agreement under the Microvast Holdings, Inc. 2021 Equity Incentive Plan. | |
| 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 thereunto duly authorized.
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MICROVAST HOLDINGS, INC.
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| Date: December 5, 2024 | By: | /s/ Isida Tushe |
| Name: Isida Tushe | ||
| Title: President, General Counsel and Corporate Secretary | ||