UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 8.01 | Other Events. |
On April 21, 2020, the Compensation Committee of the Board of Directors (the “Compensation Committee”) of Gentherm Incorporated (the “Company”) approved base salary deferrals generally for salaried employees, including the Company’s executive officers, to control expenses and conserve cash in light of the significant economic uncertainty and financial impact of the COVID-19 pandemic. Effective May 1, 2020 to December 31, 2020, the Company is implementing a deferral of 40% of the base salary of the Company’s Chief Executive Officer, 30% of the base salaries of the Company’s other executive officers and 20% of the base salaries of other salaried employees (subject to certain exceptions and applicable law). The accumulated deferred base salary will be paid on or before March 15, 2021 notwithstanding any termination of employment for any reason prior to payment.
On April 21, 2020, the Compensation Committee also approved a temporary revision to the Company’s non-employee director compensation program. Effective for the compensation paid as of the 2020 annual meeting of shareholders for service ending as of the 2021 annual meeting of shareholders, the Company will pay all annual cash retainers in the form of restricted stock, with such equity having the same vesting as the annual equity retainer. The restricted stock for non-employee directors will be granted as of the 2020 annual meeting, in accordance with historical practice.
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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.
| GENTHERM INCORPORATED | ||
| By: |
/s/ Wayne Kauffman | |
| Wayne Kauffman | ||
| Vice President and General Counsel | ||
Date: April 21, 2020
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