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 Arrangements of Certain Officers
On December 18, 2023, in recognition of Carey A. Smith’s strong performance as the Corporation’s Chief Executive Officer and the importance of retaining Ms. Smith as the Company’s CEO, the Board of Directors of Parsons Corporation approved a one-time stock award consisting of a mix of 60% performance stock units (PSUs) and 40% restricted stock units (RSUs) with RSUs in the amount of $4 million vesting ratably over a period of four years and a four-year cliff performance period for the PSUs. The performance stock units are based upon relative total stockholder return (TSR) outperformance with a payout scale that provides for zero payout at or below the 35th percentile, a partial payout for performance above the 35th percentile, with a 100% performance target payout of $6 million for performance above the 65th percentile, and a 150% performance maximum payout of $9 million for performance at or above the 75th percentile. The annualized face value of the award would be $2.5 million based upon target achievement for PSUs, though only $1 million (before any stock appreciation) would vest annually during the first three years.
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 thereunto duly authorized.
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Parsons Corporation |
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Date: December 21, 2023 |
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By: |
/s/ Michael R. Kolloway |
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Michael R. Kolloway |
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Chief Legal Officer |
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