CIRCOR CEO Scott Buckhout to Receive Equity Inducement Awards
BURLINGTON, Mass. -- April 09, 2013
CIRCOR International, Inc. (NYSE: CIR), a leading provider of valves and other
highly engineered products for the energy, industrial and aerospace markets,
today announced, as required by New York Stock Exchange (NYSE) rules, that it
will grant the following equity inducement award to its newly appointed
President and Chief Executive Officer, Scott A. Buckhout, upon his
commencement of employment with the Company today, April 9, 2013 (the “Grant
A stock option exercisable for a maximum of 200,000 shares of the Company’s
common stock having an exercise price of $41.17 per share (the closing price
per share of the Company’s common stock on April 8, 2013 as listed on the
NYSE) and a vesting schedule as follows:
Stock Price Target Cumulative Vested
Portion of Stock
(met for 60 continuous
The options have a ten-year term; however, any options that have not vested
within five years of the Grant Date shall terminate. Vested options may be
exercised 25% at the time of vesting, 50% one year from the date of vesting,
and 100% two years from the date of vesting.
These awards are subject to forfeiture in the event of employment termination
(whether voluntary or involuntary) prior to vesting. In the event of a change
in control of the Company, those unvested options for which the stock price
target is less than or equal to the exchange price for the Company’s common
stock in connection with such change in control shall immediately vest and be
exercisable, while those unvested options for which the stock price target is
greater than the exchange price for the Company’s common stock in connection
with such change in control shall immediately terminate.
These awards will be granted outside of the Company's Amended and Restated
1999 Stock Option and Incentive Plan, but except as set forth in the
inducement award, will generally be subject to the same terms and conditions
as apply to stock options granted under that plan. The Company's Board of
Directors (including a majority of the Company's independent directors)
approved these equity inducement awards in reliance on an employment
inducement exception to shareholder approval provided for in the NYSE
governance rules. To comply with the terms of this exemption, these inducement
equity grants require an immediate public announcement of the awards and
written notice to the NYSE.
About CIRCOR International, Inc.
CIRCOR International, Inc. designs, manufactures and markets valves and other
highly engineered products for the energy, industrial and aerospace markets.
With more than 7,500 customers in over 100 countries, CIRCOR has a diversified
product portfolio with recognized, market-leading brands. CIRCOR’s culture,
built on the CIRCOR Business System, is defined by the Company’s commitment to
attracting, developing and retaining the best talent and pursuing continuous
improvement in all aspects of its business and operations. The Company’s
strategy includes growing organically by investing in new, differentiated
products; adding value to component products; and increasing the development
of mission-critical subsystems and solutions. CIRCOR also plans to leverage
its strong balance sheet to acquire strategically complementary businesses.
For more information, visit the Company’s investor relations web site at
Frederic M. Burditt, 781-270-1200
Chief Financial Officer
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