SECURITIES AND EXCHANGE COMMISSION |
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Washington, D.C. 20549 |
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FORM 8-K/A |
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CURRENT REPORT |
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Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
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Date of Report (Date of earliest event reported): February 23, 2018 |
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Telephone and Data Systems, Inc. (“TDS”) previously filed a Current Report on Form 8-K dated February 23, 2018, which disclosed, among other things, that Douglas W. Chambers would be appointed as Senior Vice President - Finance and Chief Accounting Officer effective May 18, 2018. This Form 8-K amends and supplements the initial Form 8-K filing pursuant to paragraphs (c)(3) and (e) of Item 5.02, as follows:
TDS entered into a letter agreement (“Letter Agreement”) with Douglas W. Chambers in connection with his appointment as Senior Vice President - Finance and Chief Accounting Officer. Subject to the conditions set forth in the Letter Agreement, Mr. Chambers will be eligible to receive, among other things, (i) an annual base salary of $360,000 per year; (ii) an annual bonus program target of 45% of his annual base salary; and (iii) an annual equity award target of 110% of his annual base salary.
The foregoing brief description is qualified by reference to the summary of such agreement attached which is incorporated by reference herein as Exhibit 10.1
Item 9 .01. Financial Statements and Exhibits
(d) Exhibits:
Exhibit Number |
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Description of Exhibits |
10.1 |
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Summary of Letter Agreement between TDS and Douglas W. Chambers |
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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 hereunto duly authorized. |
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Telephone and Data Systems, Inc. |
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(Registrant) |
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Date: |
June 4, 2018 |
By: |
/s/ Douglas W. Chambers |
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Douglas W. Chambers |
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Senior Vice President-Finance and Chief Accounting Officer |
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(principal financial officer and principal accounting officer) |
SUMMARY OF LETTER AGREEMENT
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Set forth below is a summary of a Letter Agreement between Telephone and Data Systems, Inc. (“TDS”) and Douglas W. Chambers (“Executive”) in connection with his appointment as Senior Vice President – Finance and Chief Accounting Officer effective May 18, 2018:
Executive will report directly to TDS’ President and CEO and will be responsible for TDS’ Corporate Finance function . Additionally, he will serve as the Chief Accounting officer for TDS and U.S. Cellular.
The following outlines his compensation package:
Base |
$ |
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Bonus % |
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45% |
Bonus Target |
$ |
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Equity Multiple* |
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110% |
Equity Target |
$ |
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Total Target $ |
$ |
The following summarizes additional information from the Letter Agreement: