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FUEL > SEC Filings for FUEL > Form 8-K on 21-Feb-2014All Recent SEC Filings

Show all filings for ROCKET FUEL INC.



Change in Directors or Principal Officers

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(f) Compensatory Arrangements of Certain Officers

On February 19, 2014, the independent members of the Board of Directors of Rocket Fuel Inc. (the "Company") finalized the fiscal 2013 non-equity incentive plan compensation payment to George H. John, the Company's Chief Executive Officer. This non-equity incentive plan compensation information was not included in the Company's final prospectus (the "Final Prospectus") filed with the Securities Exchange Commission (the "SEC") on January 31, 2014 pursuant to Rule 424(b) under the Securities Act of 1933, as amended, because the amount of the non-equity incentive plan compensation for Mr. John had not been determined as of such date. The table below updates the Non-Equity Incentive Plan Compensation and Total columns in the Summary Compensation Table for Mr. John previously set forth in the Final Prospectus. No other amounts have been changed.

                                                              Option     Incentive Plan
Name and Principal                 Salary      Bonus          Awards       Compensation             Total
Position                 Year         ($)     ($)(1)          ($)(2)                ($)               ($)
George H. John,
Chief Executive
Officer                  2013     310,000          -       1,302,407            294,500   (3)   1,906,907
                         2012     300,000     25,000       3,289,280            150,000   (4)   3,764,280

(1) Represents an amount paid as a one-time discretionary bonus to the Company's Chief Executive Officer for exemplary performance during 2012.

(2) Amount represents the aggregate grant date fair value of stock options as computed in accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 718. The assumptions used in calculating the grant date fair value of the stock options reported in this column are set forth in the notes to the Company's audited consolidated financial statements included in the Final Prospectus. As required by rules of the SEC, the amounts shown exclude the impact of estimated forfeitures related to service-based vesting conditions.

(3) Represents the amount earned and payable under the Company's Executive Incentive Compensation Plan, which amount was paid in February 2014. For a description of the Executive Incentive Compensation Plan, see "Executive Compensation-Executive Incentive Compensation Plan" in the Final Prospectus.

(4) Represents the amount earned and payable under the Company's 2012 Executive Compensation Plan, which was paid in January 2013. For a description of the 2012 Executive Compensation Plan, see "Executive Compensation-Non-Equity Incentive Plan Compensation" in the final prospectus for the Company's initial public offering, filed with the SEC on September 20, 2013.

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