Concentrix Corp DEF 14A: Executive Compensation Details
Ticker: CNXC · Form: DEF 14A · Filed: Sep 17, 2024 · CIK: 1803599
Sentiment: neutral
Topics: executive-compensation, corporate-governance, sec-filing
Related Tickers: CNXC
TL;DR
CNXC DEF 14A out: Executive pay details for FY23, stock awards & options data included.
AI Summary
Concentrix Corp filed a DEF 14A on September 17, 2024, detailing executive compensation and other corporate governance matters for the fiscal year ending November 30, 2023. The filing includes information on stock awards, stock options, and equity awards granted to its PEO (Principal Executive Officer) and other executive members. Specific financial data related to these awards, such as grant date fair values and year-end fair values, are presented for fiscal years 2021, 2022, and 2023.
Why It Matters
This filing provides transparency into how Concentrix Corp compensates its top executives, which can influence investor decisions and perceptions of the company's financial health and management strategy.
Risk Assessment
Risk Level: medium — DEF 14A filings often contain information about executive compensation and corporate governance that can signal potential risks or opportunities for investors.
Key Numbers
- 2023 — Fiscal Year End (Reporting period for executive compensation details.)
- 2022 — Fiscal Year End (Comparative reporting period for executive compensation.)
- 2021 — Fiscal Year End (Comparative reporting period for executive compensation.)
Key Players & Entities
- Concentrix Corp (company) — Filer of the DEF 14A
- 0001803599-24-000141.txt (document) — SEC filing document name
- 20240917 (date) — Filing date
- 1130 (date) — Fiscal year end
FAQ
What is the primary purpose of this DEF 14A filing for Concentrix Corp?
The primary purpose is to provide information to shareholders regarding the company's annual meeting, including details on executive compensation, board of directors, and other corporate governance matters.
What fiscal period does this filing primarily cover?
This filing primarily covers the fiscal year ending November 30, 2023, with comparative data for prior fiscal years.
What types of executive compensation are detailed in the filing?
The filing details stock awards, stock options, and other equity awards granted to the Principal Executive Officer (PEO) and other executive members.
What is the filing date of this DEF 14A?
The filing date is September 17, 2024.
What is Concentrix Corp's Standard Industrial Classification (SIC) code?
Concentrix Corp's SIC code is 7389, which corresponds to SERVICES-BUSINESS SERVICES, NEC.
Filing Stats: 4,696 words · 19 min read · ~16 pages · Grade level 14.2 · Accepted 2024-09-17 16:07:57
Key Financial Figures
- $0.0001 — s of Concentrix common stock, par value $0.0001 per share ("Common Stock"), plus shares
- $400,000 — subject to an aggregate annual limit of $400,000 per 12-month period, excluding any awar
Filing Documents
- cnxc-20240913.htm (DEF 14A) — 1158KB
- cnxc-20240913_g1.jpg (GRAPHIC) — 40KB
- cnxc-20240913_g2.jpg (GRAPHIC) — 53KB
- cnxc-20240913_g3.jpg (GRAPHIC) — 108KB
- cnxc-20240913_g4.jpg (GRAPHIC) — 108KB
- 0001803599-24-000141.txt ( ) — 2539KB
- cnxc-20240913.xsd (EX-101.SCH) — 6KB
- cnxc-20240913_def.xml (EX-101.DEF) — 10KB
- cnxc-20240913_lab.xml (EX-101.LAB) — 15KB
- cnxc-20240913_pre.xml (EX-101.PRE) — 9KB
- cnxc-20240913_htm.xml (XML) — 92KB
From the Filing
cnxc-20240913 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box: Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material Pursuant to 240.14a-12 Concentrix Corporation (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check all boxes that apply): No fee required. Fee paid previously with preliminary materials. Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. NOTICE OF SPECIAL MEETING OF STOCKHOLDERS OF CONCENTRIX CORPORATION 39899 Balentine Drive, Suite 235 Newark, California 94560 Date: Record Date: Time: Attendance: Monday, October 28, 2024 Friday, August 30, 2024 10:00 a.m. EDT www.virtualshareholdermeeting.com/CNXC2024SM Notice is hereby given that a Special Meeting (the "Special Meeting") of Stockholders of Concentrix Corporation will be held in a virtual meeting format at www.virtualshareholdermeeting.com/CNXC2024SM , on Monday, October 28, 2024 at 10:00 a.m. Eastern Daylight Time. Items of Business 1. Approval of a proposal to amend Article IX of our Amended and Restated Certificate of Incorporation (the "Charter") to remove the 66-2/3% supermajority voting standard required to amend or repeal Articles V, VII, VIII, or IX of the Charter (the "Charter Amendment"). 2. Approval of a proposal to amend and restate the Concentrix Corporation 2020 Stock Incentive Plan (the "2020 Plan") including to (i) increase the number of authorized shares thereunder by 3,000,000 shares and (ii) remove the evergreen provision, among other amendments (the "2020 Plan Proposal"). 3. Approval of a proposal for the adjournment of the Special Meeting to solicit additional proxies, if there are insufficient proxies at the Special Meeting to approve either of the foregoing proposals (the "Adjournment Proposal"). The Proxy Statement following this Notice describes these matters in detail. You may attend and vote at the Special Meeting if you were a Concentrix Corporation stockholder of record at the close of business on August 30, 2024, the record date for the Special Meeting. Your vote is important. Whether or not you plan to attend the Special Meeting, please vote your shares of Concentrix Corporation common stock promptly on the Internet, by toll-free telephone call or, if you have requested a paper copy of our proxy materials, by signing, dating, and returning the proxy card in the envelope provided. Voting your shares prior to the Special Meeting will not prevent you from changing your vote through the virtual meeting platform if you choose to attend the Special Meeting. By order of the Board of Directors, Jane C. Fogarty Executive Vice President, Legal Newark, California September 17, 2024 TABLE OF CONTENTS OVERVIEW OF PROXY STATEMENT AND SPECIAL MEETING 1 IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS 5 ABOUT THE SPECIAL MEETING 5 What is in this Proxy Statement 5 Who May Attend and Vote at the Special Meeting 5 How to Attend the Special Meeting 5 How to Vote at the Special Meeting 6 How to Change or Revoke Your Vote 7 Quorum 7 Required Votes 8 PROPOSALS REQUIRING YOUR VOTE 8 Proposal No. 1: Approval of Charter Amendment 8 Proposal No. 2: Approval of Amended and Restated 2020 Stock Incentive Plan 9 Proposal No. 3: Approval of the Adjournment of the Special Meeting to Solicit Additional Proxies 17 EQUITY COMPENSATION PLAN INFORMATION 18 BENEFICIAL OWNERSHIP OF SECURITIES 19 COMPENSATION DISCUSSION AND ANALYSIS 21 Our Total Rewards Philosophy 21 Our Compensation Process 22 Elements of the Fiscal Year 2023 Compensation Program 23 Other Compensation Policies and Practices 27 2023 SUMMARY COMPENSATION TABLE 29 GRANTS OF PLAN-BASED AWARDS IN FISCAL YEAR 2023 31 OUTSTANDING EQUITY AWARDS AT 2023 FISCAL YEAR-END 32 OPTION EXERCISES AND STOCK VESTED IN FISCAL YEAR 2023 35 PENSION BENEFITS 36 POTENTIAL PAYMENTS UPON TERMINATION OR IN CONNECTION WITH A CHANGE OF CONTROL 36 CEO PAY RATIO 38 PAY VERSUS PERFORMANCE 38 2023 Director Compensation 43 Stock Ownership Guidelines 43 GENERAL INFORMATION 44 2025 Annual Meeting of Stockholders 44 Important Notice Regarding Delivery of Stockholder Documents 44 Information Requests 45 ANNEX A: CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION A-1 ANNEX B: AMENDED AND RESTATED 2020 STOCK INCENTIVE PLAN B-1 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS This Proxy Statement includes forward-looking statements within the meani