Item 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e) On February 14, 2019, the Compensation Committee of the Board of Directors (the Compensation Committee) of Bruker Corporation (the Company) approved 2019 salaries and cash incentive plans for the Companys executive officers, including the currently serving named executive officers as defined in Item 402 of Regulation S-K under the Securities Act of 1933, as amended. Under the Companys 2019 Short-Term Incentive Compensation Program (the 2019 Short-Term ICP), the Companys executive officers and management personnel may be awarded cash incentive bonuses based on Company and individual performance in 2019.
The 2019 Short-Term ICP award target levels and base salaries approved for the Companys current executive officers are as indicated below:
Executive Officer
|
|
Title
|
|
2019 Base
Salary
|
|
2019 Short-
Term
Incentive
Award
Target
|
|
2019
Short-Term
Incentive
Award Target
as % of Base
Salary
|
|
Frank H. Laukien, Ph.D.
|
|
President and Chief Executive Officer
|
|
$
|
758,544
|
|
$
|
1,061,961
|
|
140.0
|
%
|
Gerald N. Herman
|
|
Vice President and Chief Financial Officer
|
|
$
|
451,500
|
|
$
|
270,900
|
|
60.0
|
%
|
Falko Busse, Ph.D.
|
|
President, Bruker BioSpin Group
|
|
$
|
353,495
|
(1)
|
$
|
183,817
|
(1)
|
52.0
|
%
|
Mark R. Munch, Ph.D.
|
|
Executive Vice President and President, Bruker Nano Group and Bruker Nano, Inc.
|
|
$
|
578,689
|
|
$
|
376,148
|
|
65.0
|
%
|
Burkhard Prause, Ph.D.
|
|
President and Chief Executive Officer, Bruker Energy & Supercon Technologies, Inc. (BEST)
|
|
$
|
304,434
|
(2)
|
$
|
182,660
|
(2)
|
60.0
|
%
|
Juergen Srega
|
|
President, Bruker CALID Group
|
|
$
|
395,701
|
(3)
|
$
|
237,422
|
(3)
|
60.0
|
%
|
(1)
Represents U.S. Dollar value of Dr. Busses 2019 base salary of CHF 355,948 and incentive award target of CHF 185,093, respectively, based on a conversion rate of CHF 1:$0.9931 as of February 14, 2019.
(2)
Represents U.S. Dollar value of Dr. Prauses 2019 base salary of 269,292 and incentive award target of 161,575, respectively, based on a conversion rate of 1:$1.1305 as of February 14, 2019.
(3)
Represents U.S. Dollar value of Mr. Sregas 2019 base salary of 350,024 and incentive award target of 210,015, respectively, based on a conversion rate of 1:$1.1305 as of February 14, 2019.
The 2019 Short-Term ICP provides that financial performance goals will provide 70% of total cash incentive award potential for each of the executive officers, with the remaining 30% allocated to individual performance goals established by the Compensation Committee.
The financial goals portion of the cash incentive awards to Dr. Laukien and Mr. Herman will be determined based on achievement of specified 2019 performance goals allocated to the following corporate financial objectives: currency-adjusted organic revenue growth, non-GAAP operating profit improvement, non-GAAP earnings per share growth and reduction in the Companys working capital ratio.
2