UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
July 15, 2020
Date of Report (date of earliest event reported)
3D SYSTEMS CORPORATION
(Exact name of registrant as specified in its charter)
| Delaware | 001-34220 | 95-4431352 |
|
(State or other jurisdiction
of
incorporation or organization) |
(Commission File Number) | (I.R.S. Employer Identification No.) |
|
333 Three D Systems Circle
Rock Hill, South Carolina |
29730 | |
| (Address of Principal Executive Offices) | (Zip Code) | |
(803) 326-3900
Registrant's telephone number, including area code
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 (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common stock, par value $0.001 per share | DDD | New York Stock Exchange |
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 Exchange Act.
☐
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On July 17, 2020, 3D Systems Corporation (the “Company”) announced the departures of Philip C. Schultz, Executive Vice President, Operations, effective August 15, 2020, and Herbert Koeck, Executive Vice President, Global Go-To-Market, effective September 15, 2020, as part of a realignment of the Company’s organizational structure.
In connection with his departure, Mr. Schultz will receive severance in accordance with his employment agreement with the Company, dated August 24, 2016, and the accelerated vesting of an aggregate of 33,509 shares of the Company’s common stock under the Company’s Amended and Restated 2015 Incentive Plan.
The Company extended the departure date of Mr. Koeck to December 31, 2020 in connection with his execution of an Amendment to the Second Letter of Secondment, dated August 13, 2020, which reduces the applicable severance payments owed to Mr. Koeck to a lump sum payment equal to 8.5 times his monthly base salary. Mr. Koeck will also receive other severance benefits in accordance with his employment agreement with the Company, dated September 5, 2016, and the accelerated vesting of an aggregate of 15,598 shares of the Company’s common stock under the Company’s Amended and Restated 2015 Incentive Plan.
| Item 9.01 | Financial Statement and Exhibits. |
(d) Exhibits.
| 10.1 | Amendment to the Second Letter of Secondment, dated August 13, 2020, by and between 3D Systems Corporation and Herbert Koeck. | |
| 104 | The cover page from this Current Report on Form 8-K/A, formatted in Inline XBRL |
SIGNATURES
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.
| 3D SYSTEMS CORPORATION | |||
| Date: August 17, 2020 | |||
| By: | /s/ Andrew M. Johnson | ||
| (Signature) | |||
| Name: | Andrew M. Johnson | ||
| Title: |
Executive Vice President, Chief Legal Officer
and Secretary |
||
Exhibit 10.1
August 13, 2020
Herbert Koeck
8749 Via Rancho Cielo
P.O. Box 1271
Rancho Santa Fe, CA 92067
Amendment to Second Letter of Secondment
Dear Herbert,
This letter is an Amendment (the “Amendment”) to the Second Letter of Secondment, dated as of January 8, 2020, between you and 3D Systems (the “Second Letter”). With the exception of the terms stated below, the terms of the Second Letter remain in full force and effect.
For good and valuable consideration, you and 3D Systems agree to amend the Second Letter as follows:
| 1. | The second paragraph of the Section entitled “Separation Without Cause” is hereby deleted in its entirety and replaced with the following language: |
“If your secondment is terminated without cause, 3D Systems shall pay you a severance payment in exchange for a customary release of all potential claims against 3D Systems and in full settlement of all post-employment obligations due to you by the Company, in a lump sum equal to 8.5 months’ base salary calculated on your current salary. In addition, the Company will pay you a lump sum amount in consideration of continued health benefits coverage equal to the amount of US-based benefits continuation under COBRA for an 8.5-month period.”
| 2. | The following language is hereby added at the end of Section III – Taxes: |
You agree to cooperate with the Company in the timely filing of all U.S. tax returns. You acknowledge and agree that any severance payment may be offset by any amounts reimbursed to you that are otherwise due to the Company if not paid to the company within ten (10) days following your receipt.
By signing below, you agree to the amendments to the Second Letter as set forth above. You further agree that your employment relationship and all terms and conditions of your employment relationship continue to be governed exclusively by and construed in accordance with U.S. law, and that any action, claim, cause of action, charge, or complaint relating to or arising out of your employment or your separation from employment shall be brought for resolution in U.S. Federal Court.
Please let me know if you have questions.
Sincerely,
| /s/ Andrew M. Johnson, EVP, CLO & Secretary | August 13, 2020 |
I AGREE TO THE TERMS AND CONDITIONS COVERING MY TEMPORARY ASSIGNMENT AS SET FORTH IN THIS LETTER
/s/ Herbert Koeck
Herbert Koeck
| Secondee | Date August 10, 2020 |