Current Report Filing (8-k)
July 10 2019 - 4:45PM
Edgar (US Regulatory)
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): July 10, 2019 (July 3, 2019)
ALCOA CORPORATION
(Exact Name of Registrant as Specified in Charter)
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Delaware
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1-37816
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81-1789115
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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201 Isabella Street, Suite 500
Pittsburgh, Pennsylvania
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15212-5858
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(Address of Principal Executive Offices)
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(Zip Code)
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412-315-2900
(Registrants telephone number, including area code)
Not applicable
(Former
name or former address, if changed since last report)
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 (
see
General Instruction A.2. below):
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☐
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Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol(s)
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Name of each exchange
on which registered
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Common Stock, par value $0.01 per share
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AA
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New York Stock Exchange
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of
1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On July 3, 2019, Alcoa Corporation (the Company) and
Mr. Tómas M. Sigurðsson, Senior Vice President, Strategic Alliances, agreed that, effective December 31, 2019 (the Effective Date), Mr. Sigurðsson will leave the Company. The position will be eliminated. In
connection with his separation from the Company, Mr. Sigurðsson will receive: (i) severance payments provided under his Executive Severance Agreement with the Company dated and effective as of December 1, 2016; (ii) personal
benefits in the form of an auto allowance and outplacement and tax services totaling approximately $65,000; and (iii) a cash amount (which shall be no less than $670,481) equal to the value of his unvested restricted share unit and performance
restricted share unit (PRSU) awards, pro-rated based on his service through the Effective Date (and in the case of the PRSUs, based on Company performance against the applicable goals as of such date), and vested in-the-money stock
options as of the Effective Date, which value will be determined by multiplying the number of shares relating to such awards by the closing market price per share of the Companys common stock on the Effective Date (for such stock options, less
the exercise price per share). Such cash payments will be made no later than February 28, 2020. The foregoing payments are subject to Mr. Sigurðssons execution and non-revocation of a release of claims against the Company that
includes his agreement to abide by confidentiality, non-competition, non-solicitation and non-disparagement obligations.
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 hereunto duly authorized.
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ALCOA CORPORATION
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Date: July 10, 2019
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By:
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/s/ Jeffrey D. Heeter
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Jeffrey D. Heeter
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Executive Vice President, General Counsel and
Secretary
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