John Visentin appointed Vice Chairman and Chief Executive Officer
Annual Meeting of Shareholders to be held on July 31, 2018
NORWALK, Conn. -- (Business Wire)
(NYSE:XRX) today announced that its Board of Directors has appointed John
Visentin as chief executive officer. Visentin was also elected vice
chairman of the Board of Directors. Keith Cozza was elected chairman of
the Board of Directors.
Xerox also announced that it will hold its 2018 Annual Meeting of
Shareholders on July 31, 2018. The Board of Directors has fixed the
close of business on June 13, 2018 as the record date for the 2018
Annual Meeting. The company will continue to waive the advance notice
bylaw to enable any Xerox shareholder to provide notice of intent to
nominate directors for election or propose business at the 2018 Annual
Meeting until June 13, 2018.
Because the expected meeting date for the 2018 Annual Meeting represents
a change of more than thirty days from the anniversary of the company’s
2017 annual meeting of shareholders, Xerox has set a new deadline for
the receipt of shareholder proposals submitted pursuant to Rule 14a-8
under the Securities Exchange Act of 1934, as amended, for inclusion in
the company’s proxy materials for the 2018 Annual Meeting. In order to
be considered timely, such proposals must be received by Xerox on or
before May 25, 2018 at Xerox Corporation, 201 Merritt 7, Norwalk, CT
06851-1056, Attention: Corporate Secretary.
In order to replace the value of certain compensation Visentin is
forfeiting in order to join Xerox, the independent members of the Board
of Directors approved an award of 350,755 restricted shares of Xerox
common stock which will vest upon the earliest of (1) May 1, 2019,
subject to his continuous employment through such date, (2) voluntary
termination for good reason or termination by the company without cause,
(3) termination due to death or disability or (4) a change in control.
The award was granted outside of the Xerox Corporation 2004 Performance
Incentive Plan (as amended and restated) and was approved by the
independent members of the Board of Directors in reliance on the
employment inducement exemption under the NYSE’s Listed Company Manual
Rule 303A.08, which requires public announcement of the award.
Xerox Corporation is a technology leader
that innovates the way the world communicates, connects and works. We
understand what’s at the heart of sharing information – and all of the
forms it can take. We embrace the integration of paper and digital, the
increasing requirement for mobility, and the need for seamless
integration between work and personal worlds. Every day, our innovative
print technologies and intelligent work solutions help people
communicate and work better. Discover more at www.xerox.com and
follow us on Twitter at @Xerox.
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Carl Langsenkamp, +1-585-423-5782
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