On July 22, 2021, the Compensation Committee of the Board of Directors of the Company (the "Committee") approved discretionary cash bonus payments (the “Fiscal Year 2021 Annual Bonuses”) to John C. Hadjipateras, John C. Lycouris, Theodore B. Young, Tim T. Hansen and Alexander C. Hadjipateras in the amounts of $900,000, $300,000, $300,000, $324,889 and $250,000, respectively.
The Committee also approved discretionary restricted share and restricted stock unit awards under the Company's 2014 Equity Incentive Plan to John C. Hadjipateras, John C. Lycouris, Theodore B. Young, Tim T. Hansen and Alexander C. Hadjipateras in the amounts of 72,500 restricted shares, 20,000 restricted shares, 19,000 restricted shares, 25,000 restricted stock units and 18,000 restricted shares, respect ively. The restricted shares shall vest ratably and in three equal installments commencing with, and on the subsequent anniversaries of, August 5, 2021 (the "Grant Date"). The restricted stock units shall vest ratably in equal installments on the first and second anniversaries of the Grant Date. Notwithstanding the foregoing, the restricted shares, or restricted stock units, in the case of Mr. Tim T. Hansen (the "Vesting Shares") to be issued to each of Mr. John C. Hadjipateras, Mr. John C. Lycouris, Mr. Theodore B. Young, Mr. Tim T. Hansen and Mr. Alexander C. Hadjipateras that are eligible to vest on August 5, 2023 (the "Scheduled Vesting Date") shall vest when and only if the volume weighted average price of the Company's common shares over any consecutive 15-day period prior to the final business day of the tenth fiscal quarter following the Grant Date of the Vesting Shares, as reported on Bloomberg (or on such other internationally recognized financial information provider), equals or exceeds, 95% of the book value of a Company share, which shall be determined (in good faith by the management of the Company) in respect of the Scheduled Vesting Date, as of the first business day of the fiscal quarter immediately preceding the Scheduled Vesting Date. Each restricted share award will be made pursuant to a Restricted Stock Award Agreement, the form of which is incorporated by reference herein. As disclosed in the Annual Report on Form 10-K filed with the Securities and Exchange Commission on June 2, 2021 (the “Form 10-K”) by the Company, each of the Named Executive Officers also received a $1,500 holiday bonus.
All other compensation paid in the fiscal year ended March 31, 2021 or earned by each of the Company’s named executive officers in respect of the same period was previously reported by the Company in the Form 10-K, including in the summary compensation table beginning on page 92 of the Form 10-K.
Named Executive Officer Base Salaries
Also on July 22, 2021, the Committee (i) approved the following annual base salary increases for the following named executive officers, effective April 1, 2021: for Tim T. Hansen, a base salary increase from DKK 3,250,000 to DKK 3,400,000
; and for Alexander C. Hadjipateras, a base salary increase from $325,000 to $350,000 and (ii) determined that the base salaries would not be changed for the other named executive officers, which would remain at $650,000 for John C. Hadjipateras; $550,000 for John C. Lycouris; and $500,000 for Theodore B. Young.
Based on a conversion rate of 1 DKK = 0.1586 USD, which was the conversion rate applicable as of July 22, 2021, Mr. Tim T. Hansen’s base salary would have increased from $515,450 to $539,240.
The cash bonus payments, restricted share awards and base salaries are in recognition of the officers' contributions to the Company for the fiscal year ended March 31, 2021.
As of the filing of the Form 10-K, the Fiscal Year 2021 Annual Bonuses and the base salaries described above had not been determined, and thus were not included in the Form 10-K. In accordance with Item 5.02(f) of Form 8-K, the Company has included such information herein.
Item 9.01. Financial Statements and Exhibits
Form of Restricted Stock Award Agreement, incorporated by reference to Exhibit 10.1 of the Company's Form 8-K filed with the Commission on June 22, 2016
Cover Page Interactive Data File (embedded within the Inline XBRL document)
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
July 28, 2021
DORIAN LPG LTD.
/s/ Theodore B. Young
Theodore B. Young
Chief Financial Officer
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