Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On November 9, 2023, we announced that Robert Douglas, our chief operating officer and president, will transition to a role as special advisor to the CEO effective immediately and will retire, effective January 1, 2024. Mr. Douglas has served as an executive officer of ResMed for over twelve years.
Until his retirement, Mr. Douglas will continue to receive his current salary, benefits, and vesting of long-term equity incentives. In connection with his retirement, we have agreed that Mr. Douglas will remain eligible for a pro-rata portion of his short-term incentive cash payment for fiscal year 2024, on the same basis as similarly situated executives, based on his continued employment through December 31, 2023, even though he will not be employed on the date of the payment.
From January 2, 2024, through December 31, 2024, Mr. Douglas will serve as a consultant to us, to assist with the transition of his former duties. We have agreed to compensate him for these consulting services at a rate of $10,000 per month. In addition, he will remain eligible for continued vesting of outstanding equity awards, during the consulting period, in accordance with the terms of our equity incentive plans, and the specific equity grants previously made to him.
As a result of the organizational changes, Lucile Blaise, our former president, sleep & respiratory care, will transition to a role as senior vice president, strategy & business development, reporting to our Chief Strategy Officer.
On November 9, 2023, we issued a press release announcing our new operating model and these organizational changes, amongst other leadership changes. A copy of this press release is furnished as Exhibit 99.1 hereto.
Item 9.01. | Financial Statements and Exhibits. |