Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On January 25, 2022, Michael A. Dick, Senior Vice President, Operations and
Purchasing of Allison Transmission Holdings, Inc. (the "Company"), notified the
Company that he would retire from his position effective March 11, 2022.
Mr. Dick will remain in his current role until his retirement date in order to
assist with the transition of his responsibilities to his successors.
In connection with his retirement, Mr. Dick entered into a separation agreement
with the Company on January 26, 2022. Pursuant to the separation agreement,
Mr. Dick will receive pro-rated vesting on certain stock option and restricted
stock unit awards and will have until the earlier of 36 months following
retirement or expiration of the applicable option to exercise vested stock
options. In addition, Mr. Dick has agreed to certain provisions relating to
support and cooperation, as well as non-disparagement, non-solicitation and
non-competition, with the Company. The separation agreement is attached hereto
as Exhibit 10.1 and incorporated herein by reference.
Following Mr. Dick's retirement, Rafael Basso, the Company's Vice President,
Operations Planning and Business Development, and Teresa van Niekerk, the
Company's Vice President, Purchasing and Supplier Quality, who currently report
to Mr. Dick, will report directly to David S. Graziosi, the Company's Chairman
and Chief Executive Officer. Effective March 12, 2022, Mr. Basso will assume the
role of Vice President of Operations with responsibility for oversight of plant
operations, Walker Die Casting, facilities, business development, global supply
chain and manufacturing engineering. Ms. van Niekerk will retain the role of
Vice President of Purchasing and Supplier Quality with responsibility for
oversight of global procurement, supplier readiness and supplier quality.
A copy of the Company's press release announcing Mr. Dick's retirement is
furnished with this report as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
Number Description
10.1 Separation Agreement between the Company and Michael Dick dated
January 26, 2022.
99.1 Press release dated January 27, 2022.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
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