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
Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): December 3, 2020
THE BRINK’S COMPANY | ||||||||
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||
(Address and zip code of
principal executive offices)
Registrant’s telephone number, including area code: (804 ) 289-9600
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:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule
405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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 Securities Act. ☐
Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. | ||||
On December 3, 2020, the Compensation and Benefits Committee (the “Committee”) of the Board of Directors (the “Board”) of The Brink’s Company (the “Company”) approved a one-time restricted stock unit award (the “Awards”) to each of the Company’s executive officers, including the named executive officers. In making the Awards, the Committee considered the volatile and uncertain macroeconomic environment created by the ongoing COVID-19 pandemic, and the loss of retentive value of existing long-term incentive compensation. The Awards were developed in consultation with the Committee’s independent compensation consultant to address near term uncertainty while keeping the executives’ long-term incentive compensation aligned with creating shareholder value. The awards were approved in recognition of the executives’ extraordinary efforts to protect employee and customer safety and to increase liquidity and align costs during the pandemic, as well as to incent executives’ continued focus on driving improvement in key financial metrics (including the recovery of the Company’s stock price), accelerating the execution of the Company’s Strategy 2.0 initiatives, and positioning the Company to successfully transition to a post-pandemic global economy and be stronger on the other side. The Awards further enhance the alignment of the interests of executives with those of the Company’s shareholders over the next two years by maintaining a meaningful portion of their compensation opportunity in Company stock. The Awards will vest on the second anniversary of the grant date, subject to the executive’s continued service, and will be forfeited in the event of an executive’s termination of employment, including upon retirement.
The named executive officers listed below were granted restricted stock units valued in the following amounts:
| Name | Dollar Value of Awards | ||||
| Douglas A. Pertz, President and Chief Executive Officer | $2,000,000 | ||||
| Ronald J. Domanico, Executive Vice President and Chief Financial Officer | $ 600,000 | ||||
| Michael F. Beech, Executive Vice President and President, Latin America and Global Security | $ 400,000 | ||||
| Dana C. O’Brien, Senior Vice President and General Counsel | $ 300,000 | ||||
| Raphael J. Shemanski, Senior Vice President and President, Brink’s, U.S. and Canada | $ 400,000 | ||||
SIGNATURE
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 thereunto duly authorized.
THE BRINK’S COMPANY (Registrant) | ||||||||
| Date: December 7, 2020 | By: | /s/ Ronald J. Domanico | ||||||
| Ronald J. Domanico | ||||||||
| Executive Vice President and Chief Financial Officer | ||||||||