Snap-on Inc
For the period ended Apr 25, 2024. Filed Mar 12, 2024.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Apr 25, 2024 · Filed Mar 12, 2024
SNA$367.22+0.2%Stored close · as of Nov 6, 2026
Contents
Table 9—Potential Payments on Change of Control
| Name | Severance Amount(1) | Pension Enhancement(2) | Early Vesting of Stock Options(3) | Early Vesting of Stock Awards(4) | Other(5) | Estimated Tax Gross Up(6) | Total |
|---|---|---|---|---|---|---|---|
| Pinchuk | $6,215,437 | $992,115 | $3,964,564 | $23,125,389 | $45,096 | — | $34,342,601 |
| Pagliari | 2,456,156 | 381,157 | 1,383,811 | 5,548,945 | 46,776 | — | 9,816,845 |
| Ward | 2,613,610 | 87,930 | 1,407,608 | 5,630,420 | 45,600 | — | 9,785,168 |
| Banerjee | 2,038,564 | 324,173 | 1,148,259 | 4,614,802 | 45,600 | — | 8,171,398 |
| Chambers | 2,049,164 | 307,787 | 961,469 | 4,029,688 | 46,776 | — | 7,394,884 |
| (1) | This amount represents two times the sum of the executive officer’s base salary immediately prior to the termination of employment and an amount equal to the average of the individual’s bonus or incentive compensation paid or payable for the three full fiscal years prior to the year in which the change of control of the Company occurs, as specified by the change of control agreements. These amounts are based on the base salary in effect on December 30, 2023, and the average annual incentive compensation paid for the last three fiscal years as reported in the “Non-Equity Incentive Plan Compensation” column of the Summary Compensation Table. |
| (2) | This amount represents the present value of an additional two years of service under the Pension Plans and an additional two years of 401(k) Plan matching payments, as specified by the change of control agreements. These amounts are based on the calculation included in the footnotes to the Pension Benefits table. |
| (3) | Accelerated vesting would only occur for outstanding unvested stock options granted under the 2011 Plan if there was a termination of employment following a change of control. The amounts shown represent the value of such unvested stock options based on the $288.84 per share closing price of our common stock on December 29, 2023, the last trading day of the recently completed fiscal year. |
| (4) | These amounts represent the value of the unvested PSUs and RSUs (as well as related dividend equivalents) held by the executive officer, which would become vested only if there was a termination of employment following a change of control, based on the fiscal year-end closing price of our common stock. |
| (5) | These amounts include payments for two years of life insurance and medical and dental benefits, as specified by the change of control agreements. |
| (6) | The agreements do not provide a tax gross up; however, they do allow for a reduction in payments in certain circumstances so as to avoid adverse excise tax consequences to the executive officer. |
In addition to the agreements discussed in this section, the NEOs also participate in, and will be entitled to payments under, the various retirement and deferred compensation plans discussed above under “Defined Benefit Plans” and
“Non-qualified
Deferred Compensation.”
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