Item 5.02. Departure of Directors or Certain
Officers; Election of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
On July 17, 2017, Benchmark Electronics, Inc. (the “
Company
”)
issued a press release announcing the appointment of Michael D. Buseman, age
56, as Executive Vice President of Global Operations. His appointment will be
effective August 7, 2017.
Mr. Buseman served as Chief Global
Logistics and Operations Officer of Avnet, Inc., a global electronics
components company, from November 2013 to July 2017. From 2007-November 2013,
he was Executive Vice President of Global Manufacturing Operations of Plexus
Corp., having served as its Vice President of Global Technology, Quality and
Facilities since 2006. Mr. Buseman previously served as Vice President and
General Manager of Operations of Celestica, Inc., as well as its Director,
Operations, Engineering, and Technology. He began his career in 1983 with
Unisys, Inc., holding positions of increasing responsibility, including
Principal Process Engineer and Director of Advanced Design Manufacturing
Services. Mr. Buseman holds a BS in Mechanical Engineering from South Dakota
State University and an MBA from the University of St. Thomas, Minnesota.
Mr. Buseman’s compensation will include the following:
·
a base salary of $400,000 per year;
·
participation in the Company’s
executive annual incentive compensation plan
with a target
incentive award of 75% of his base salary, on the same terms and conditions as
the other executives of the Company participating in such plan, which will be
prorated for 2017;
·
participation in the Company’s Deferred Compensation Plan, executive
health screening, health club reimbursement, tax planning reimbursement and
other health and benefit programs the Company offers to its executives on the
same terms and conditions as the other executives participating in such Plan
and programs;
·
a sign-on award of $75,000 in partial consideration for benefits
forfeited at his prior employer, which he may defer, and which would be
forfeited pro rata if he left the Company within one year following his start
date;
·
an award of restricted stock units pursuant to the Company’s 2010
Omnibus Incentive Compensation Plan, as amended (the “
Plan
”) with a fair
market value of $350,000 based on the closing price of the Company’s common
stock on his start date, which will be scheduled to vest in equal annual
installments of 25%; and
·
an award of performance-based restricted stock units (“
PSUs
”)
pursuant to the Plan with a fair market value of $350,000 based on the closing
price of the Company’s common stock on his start date, which will be scheduled
to vest on the same date and subject to the same performance criteria as the
PSUs awarded to the Company’s other executives earlier this year.