Visteon Corporation filed SEC Form 8-K: Results of Operations and Financial Condition, Leadership Update, Regulation FD Disclosure, Financial Statements and Exhibits
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported) February 18, 2025 (February 16, 2025 )
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||
(Address of Principal Executive Offices) | (Zip Code) | |||||||||||||
Registrant's telephone number, including area code (800 )-VISTEON
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
SECTION 2 - FINANCIAL INFORMATION
Item 2.02. Results of Operations and Financial Condition.
On February 18, 2025, the registrant issued a press release regarding its financial results for the fourth quarter and full-year of 2024. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information contained in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.
On February 16, 2025, the Organization and Compensation Committee of the Board of Directors of Visteon Corporation (the “Company”) approved base salary, annual incentive target, and long-term incentive award increases for certain officers of the Company including the named executive officers listed below. The base salary adjustments are effective April 1, 2025.
Name and Position | Base Salary | Annual Incentive Target | Long-Term Incentive Award | ||||||||
| Sachin S. Lawande | $1,150,000 | $1,725,000 | $10,000,000 | ||||||||
| Chairman, President and Chief Executive Officer | |||||||||||
| Jerome J. Rouquet | $590,700 | $470,250 | $1,900,000 | ||||||||
| Senior Vice President and Chief Financial Officer | |||||||||||
| Brett D. Pynnonen | $500,000 | $350,000 | $1,050,000 | ||||||||
| Senior Vice President and Chief Legal Officer | |||||||||||
| Robert R. Vallance | $442,900 | $290,000 | $900,000 | ||||||||
| Senior Vice President, Product Lines, China and APAC Supplier Strategy | |||||||||||
| Kristin E. Trecker | $429,900 | $280,250 | $890,000 | ||||||||
| Senior Vice President and Chief People Officer | |||||||||||
SECTION 7 - REGULATION FD
Item 7.01. Regulation FD Disclosure.
See “Item 2.02. Results of Operations and Financial Condition” above.
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SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01. Financial Statements and Exhibits.
| Exhibit No. | Description | |||||||
| 104 | 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.
| VISTEON CORPORATION | ||||||||
| By: | /s/Brett D. Pynnonen | |||||||
| Brett D. Pynnonen | ||||||||
| Senior Vice President and Chief Legal Officer | ||||||||
Date: February 18, 2025
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