UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers |
On February 22, 2022, the Compensation Committee of the Board of Directors (Compensation Committee) of the Company approved the 2022 Executive Incentive Compensation Plan (2022 Plan), in which the Company’s named executive officers (NEOs) participate. The 2022 Plan includes performance goals for participants based on the following criteria: revenue; earnings before interest and taxes; and contract bookings. The 2022 Plan provides for target incentive payment amounts for the NEOs, which range from 85% to 100% of such executive officer’s 2022 annual base salary. Based on actual results for fiscal 2022, the potential payout due under the 2022 Plan to any participant may range from 0% to 175% of his or her respective target incentive payment amount. The description of the 2022 Plan set forth herein is qualified in its entirety by reference to the full text of the 2022 Plan, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
On February 22, 2022, the Compensation Committee approved grants of equity awards to our NEOs, with such awards to be made effective and granted on March 1, 2022. The equity awards granted were in the form of time-base restricted stock units (RSUs). The RSUs vest in ratable one-third increments on each of the first, second, and third anniversary of the grant date of the RSU (subject in each case to the continued employment of the award recipient through the applicable vesting date).
| Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits
| Exhibit |
Description | |
| 10.1 | ManTech International Corporation 2022 Executive Incentive Compensation Plan | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
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.
| ManTech International Corporation | ||||||
| Date: February 24, 2022 |
By: | /s/ Michael R. Putnam | ||||
| Michael R. Putnam | ||||||
| SVP – Corporate & Regulatory Affairs | ||||||