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4-Traders Homepage  >  Equities  >  Nasdaq  >  Web.com Group Inc    WEB

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WEB.COM GROUP, INC. : Change in Directors or Principal Officers (form 8-K)

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02/15/2017 | 12:03am CET

Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers Approval of 2015 PSU and 2016 PSU Award Vesting On February 14, 2017, the following performance-based restricted stock units granted in 2015 ("2015 PSUs") and 2016 ("2016 PSUs") to the following executive officers (the "Named Executive Officers") of Web.com Group, Inc. (the "Company") under the Company's 2014 Equity Incentive Plan (the "Plan"), vested as follows: Name

                                  2015 PSU Shares(1) 2016 PSU Shares(2)
David L. Brown
President and Chief Executive Officer       12,274             16,364
Kevin M. Carney
Chief Financial Officer                     3,682              4,909
Roseann Duran
Chief People Officer                        1,534              2,455

(1)    The 2015 PSUs were granted in 2015 with a vesting period of three years.
The actual number of shares that may be earned and issued for a particular year
may range from 0-200% of 1/3 of the target number of shares based upon the over
achievement or under achievement of the financial measures for the relevant
performance period. The percentage achievement in 2016 was 37%.
(2)    The 2016 PSUs were granted in 2016, also with a vesting period of three
years. The actual number of shares that may be earned and issued for a
particular year may range from 0-200% of 1/3 of the target number of shares
based upon the over achievement or under achievement of the financial measures
for the relevant performance period. The percentage achievement in 2016 was 49%.
The financial measures for the 2017 period will consist of non-GAAP revenue and
adjusted EBITDA targets, with a performance multiplier based on total
stockholder return, relative to the Company's peer group.
Approval of 2017 Equity Awards
On February 14, 2017, the Named Executive Officers received under the Plan
performance-based restricted stock units ("Target 2017 PSUs"), and restricted
stock ("2017 RSs"), to acquire the following numbers of shares of Web.com the
Company's common stock:
Name                                  2017 RSs Target 2017 PSUs
David L. Brown
President and Chief Executive Officer 100,000      100,000
Kevin M. Carney
Chief Financial Officer                30,000       30,000
Roseann Duran
Chief People Officer                   15,000       15,000


The 2017 RSs shall vest as follows: 1/4th of the number of shares on the first anniversary of the grant date; 1/4th of the number of shares on the second anniversary of the grant date; 1/4th of the number of shares on the third anniversary of the grant date; and 1/4th of the number of shares on the fourth anniversary of the grant date. The 2017 PSUs shall vest over a three-year term based on financial targets determined by the Compensation Committee. The financial measures for the 2017 period will consist of non-GAAP revenue and adjusted EBITDA targets, with a performance multiplier based on total stockholder return, relative to the Company's peer group. The actual number of shares that may be earned and issued in each vesting period may range from 0-200% of 1/3 of the

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target number of shares set forth in the table above based upon the over achievement or under achievement of the financial measures for the relevant performance period. No shares subject to the 2015 PSUs, 2016 PSUs, the 2017 PSUs or 2017 RSs shall vest on any vesting date if on such date the Named Executive Officer is not providing Continuous Service (as such term is defined in the Plan) to the Company or any of its subsidiaries.

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© Edgar Online, source Glimpses

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