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. |
As noted in previous filings and press releases, Coherent Corp. (the “Company”) awarded restricted stock units and performance stock units (“PSUs”) to its new Chief Financial Officer and Treasurer, Sherri R. Luther, effective on her start date, October 11, 2024. The awards were made pursuant to the Company’s previously-announced offer letter agreement with Ms. Luther, and as a material inducement to her joining the Company as its Chief Financial Officer and Treasurer. See the Company’s Current Reports on Form 8-K filed on October 11, 2024 and October 16, 2024 (the “Original Forms 8-K”).
On November 14, 2024, the Company and Ms. Luther agreed to amend and restate the award agreement entered into between the Company and Ms. Luther with respect to the inducement PSUs so that the performance period measuring relative total shareholder return performance begins on July 1, 2024, the first day of the Company’s current fiscal year, rather than October 11, 2024. This change more closely aligns the inducement PSUs with the fiscal year 2025 PSUs granted to other executive officers in August 2024. Apart from this change to the performance period, the inducement PSUs remain as described in the Original Forms 8-K.
The description of the amended and restated award agreement for the inducement PSUs as summarized above is qualified in its entirety by reference to the copy of the full text of the Amended and Restated Award Agreement for Inducement PSU attached to this Current Report on Form 8-K as Exhibit 10.1 and incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits |
| Exhibit |
Description | |
| 10.1 | Form of Amended and Restated Award Agreement for Inducement PSUs | |
| 104.0 | Cover Page Interactive Data File (embedded within the inline XBRL document) | |
SIGNATURE
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.
| Coherent Corp. | ||||||
| Date: November 14, 2024 | By: | /s/ Rob Beard | ||||
| Rob Beard | ||||||
| Chief Legal and Global Affairs Officer | ||||||