Add
APOL to Portfolio
Set Alert
Email to a
Friend
| |||
|
|
Quotes & Info
|
| APOL > SEC Filings for APOL > Form 8-K on 31-Mar-2009 | All Recent SEC Filings |
31-Mar-2009
Results of Operations and Financial Condition, Change in Directors or Principal
In connection with his appointment to the position of Senior Vice President,
Chief Financial Officer and Treasurer, Mr. Swartz will be entitled to the
following compensation:
• Base salary increased to $375,000, effective retroactively to March 1, 2009;
• Eligibility for a supplemental cash bonus for the second half of the 2009 fiscal year, which may range from $0 to $65,625 at target and $131,250 at maximum level. The actual amount of the supplemental bonus will be determined by the Compensation Committee based on its assessment of both Mr. Swartz's performance as Chief Financial Officer and the Company's financial performance for the 2009 fiscal year measured in such terms as the Committee may deem appropriate. This bonus, if any, will be in addition to any bonus Mr. Swartz earns pursuant to his participation in the Company's executive officer bonus plan for the 2009 fiscal year for which his target bonus remains at $150,000. Further information concerning the Company's executive officer bonus plan for the 2009 fiscal year may be found in the Company's Schedule 14C, Compensation Discussion and Analysis, filed on December 17, 2008.
• Stock option to purchase shares of the Company's Class A common stock to be granted on the third business day following the public release of the Company's financial results for the fiscal quarter ended February 28, 2009 (the "Effective Date"). The stock option will have a Black-Scholes estimated value of $165,000, with the number of shares purchasable under such option to be determined on the basis of that value, and an exercise price equal to the closing price per share of the Company's Class A common stock on the Nasdaq Global Select Market on the Effective Date. The option will have a term of 6 years measured from the Effective Date, subject to earlier termination following his cessation of service with the Company, and will vest and become exercisable in increments of one-quarter on each of the first four anniversaries of the Effective Date, assuming continued employment; and
• Restricted stock units to be awarded on the Effective Date. This restricted stock unit award shall cover that number of shares of the Company's Class A common stock obtained by dividing $165,000 by the closing price per share of such Class A common stock on the Nasdaq Global Select Market on the Effective Date, subject to adjustment for rounding. None of the shares subject to this restricted stock unit award will vest unless the Company attains a pre-established net book income goal for the fiscal year ending August 31, 2010 (the "Performance Goal"). If such Performance Goal is attained, then: (i) 25% of the shares subject to the award will vest upon completion of the 2010 fiscal year (with those shares to be issued upon the Compensation Committee's certification of the attainment of the Performance Goal); and (ii) an additional 25% will vest upon each of the second, third and fourth anniversaries of the Effective Date.
Appointment of Gregory J. Iverson as Chief Accounting Officer
On March 26, 2009, Gregory J. Iverson, age 33, currently the Company's Vice
President and Controller, was appointed, effective immediately, to the position
of Chief Accounting Officer. He will continue serving as Vice President and
Controller. Mr. Iverson has been Vice President and Controller since April 2007.
He joined the Company from US Airways Group, Inc., where he served as Director,
Financial Reporting from 2006 to 2007. In that position, Mr. Iverson was
responsible for coordinating and preparing company filings with the SEC and
other regulatory entities. Previously, Mr. Iverson was Director, Assistant
Corporate Controller with EaglePicher Incorporated from 2003 to 2006. In this
position, he was responsible for, among other things, managing the global
consolidation, accounting, reporting and financial analysis functions, and
implementing and monitoring company-wide accounting policies. Mr. Iverson began
his career in public accounting and worked as Assurance Manager with Arthur
Anderson LLP and Deloitte & Touche LLP. He graduated summa cum laude from the
University of Idaho with a Bachelor of Science degree in Business. Mr. Iverson
is a Certified Public Accountant.
In connection with Mr. Iverson's appointment to the position of Chief Accounting
Officer, he will be entitled to the following compensation:
• Base salary increased to $250,000, effective retroactively to March 1, 2009;
• Eligibility for a cash bonus for the second half of the 2009 fiscal year, which may range from $0 to $50,000 at target and $100,000 at maximum level. The actual amount of the bonus will be based on the Company's financial performance for the 2009 fiscal year measured in terms of the same revenue and operating profit goals (with the same threshold, target and maximum levels for each goal) in effect for that year under the Company's executive officer bonus plan for the 2009 fiscal year and weighted equally in the calculation of such bonus amount. The Compensation Committee has, however, reserved the discretion to reduce the bonus amount by up to 20% in the event one of the performance goals is not attained at threshold level or such reduction is otherwise deemed warranted based on his individual performance for such six-month period. This bonus will be in addition to any bonus that Mr. Iverson earns for the first half of the 2009 fiscal year based on the semi-annual bonus program in effect for him and certain other non-executive officers of the Company for that six-month period.
• Stock option to purchase shares of the Company's Class A common stock to be . . .
Exhibit Number Description
99.1 Text of press release dated March 31, 2009, relating to earnings of
Apollo Group, Inc. for the fiscal quarter ended February 28, 2009.
99.2 Text of press release dated March 31, 2009, relating to executive officer
promotions.
|
|
|