UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of The Securities Exchange Act of 1934
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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. |
In connection with the retirement of Mr. Steven Borges, Executive Vice President and CEO, Diversified Manufacturing Services, effective December 31, 2023, Mr. Borges entered into a Mutual Separation Agreement and Release dated August 21, 2023 (the “Agreement”). Mr. Borges will separate from Jabil, Inc. (“Jabil”) as of December 31, 2024 (the “Separation Date”).
The Agreement provides that Mr. Borges will receive a severance payment of $1,100,000 payable in four equal quarterly installments, beginning on or immediately after the Separation Date. Mr. Borges will also receive his annual cash incentive under Jabil’s Short Term Incentive Plan for fiscal year 2024 payable when other officers of Jabil receive payments under such plan for fiscal year 2024. The Agreement further provides that, with respect to his outstanding equity and equity-based awards, Jabil will abide by the terms of the applicable award agreements. Mr. Borges will be entitled to continuation of group medical insurance coverage subsidized by Jabil for the lesser of eighteen (18) months or until he becomes eligible for enrollment in group health coverage of a successor employer. Under the Agreement, Mr. Borges will be subject to (a) a general release of claims and a covenant not to sue, (b) confidentiality and non-disparagement provisions, and (c) non-compete, non-solicitation, and non-interference provisions for a period of two years after the Separation Date. Amounts payable to Mr. Borges under the Agreement are subject to forfeiture and/or claw back in the event of a violation or threatened violation of the confidentiality, non-disparagement, non-compete, non-solicitation, and non-interference provisions.
The foregoing summary is qualified in its entirety by reference to the Agreement, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
The following exhibit is furnished herewith:
| Exhibit No. |
Description | |
| 10.1* | Mutual Separation Agreement and Release dated as of August 21, 2023, between Jabil Inc. and Steven Borges. | |
| 104 | Cover Page Interactive Data File - Embedded within the inline XBRL document. | |
| * | Certain portions of this exhibit have been redacted pursuant to Item 601(b)(10)(iv) of Regulation S-K. Jabil agrees to furnish supplementally an unredacted copy of the exhibit to the Securities and Exchange Commission upon request. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| JABIL INC. | ||||||
| August 25, 2023 | By: | /s/ Susan Wagner-Fleming | ||||
| Susan Wagner-Fleming | ||||||
| Vice President, Corporate Secretary and Deputy General Counsel | ||||||