Semtech Corporation, a IoT systems and cloud connectivity service provider, has announced that Paul H. Pickle has joined the company as its president and chief executive officer. Pickle also joined Semtech’s board of directors.
In accordance with the terms of his employment agreement, Semtech granted Pickle a stock unit award covering 247,305 shares of Semtech common stock. Of the stock units awarded, 123,652 are time-based vesting stock units (“RSUs”) scheduled to vest, subject to Pickle’s continued service, on a quarterly basis over a three-year period. Of the stock units awarded, 123,653 are a “target” number of performance-based vesting stock units. Half of the “target” number of performance-based vesting stock units are subject to vesting based on the attainment of certain Semtech financial measures (“Financial Measure PSUs”) and the other half of the “target” number of performance-based vesting stock units are subject to vesting based on Semtech’s relative total shareholder return (“Relative TSR PSUs”).
Between 0% and 200% of the “target” number of stock units subject to the performance-based vesting award may become eligible to vest based on actual performance during the applicable three-year performance period consisting of fiscal years 2024, 2025 and 2026. Stock units that vest will be paid in an equal number of shares of Semtech common stock. All of the stock units awarded to Pickle are structured to satisfy the “inducement grant” exception under applicable listing rules and, accordingly, they were not granted under Semtech’s 2017 Long-Term Equity Incentive Plan.