UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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FORM
CURRENT REPORT
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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. |
Reduction in Base Salary of Executive Officers
In light of the disruption and uncertainty created by the evolving COVID-19 pandemic and as part of a series of measures to better enable Allegheny Technologies Incorporated (the “Company”) to weather the business challenges arising from the current national health crisis, on April 15, 2020, the Personnel and Compensation Committee of the Company’s Board of Directors (the “Board”) approved a temporary 20% reduction in the base salaries for certain of the Company’s executive officers, including among others its Chief Executive Officer, Robert S. Wetherbee, its Chief Financial Officer, Donald P. Newman, and the Company’s other named executive officers as listed in the Proxy Statement for its upcoming 2020 Annual Meeting of Stockholders (the “2020 Annual Meeting”). This reduction in base salaries is effective as of May 1, 2020 and currently is expected to remain in effect for a period of one year.
Reduction in Annual Cash Retainer for the Company’s Board of Directors
On April 15, 2020, the Board determined that, for the 12-month period beginning July 1, 2020 the annual cash retainer for each non-employee director serving on the Board also will be reduced by 20% compared to the previously approved amount. In the event that a non-employee director elected to receive equity in lieu of all or a portion of his or her annual cash retainer, as permitted under the Company’s non-employee director compensation program, such grant will occur in the ordinary course following the 2020 or 2021 Annual Meeting, as the case may be, but will be reduced in value to reflect this temporary reduction in director compensation.
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 hereunto duly authorized.
| ALLEGHENY TECHNOLOGIES INCORPORATED | ||
| By: |
/s/ Elliot S. Davis | |
| Elliot S. Davis | ||
| Senior Vice President, General Counsel, | ||
| Chief Compliance Officer and Corporate Secretary | ||
Dated: April 21, 2020