Nextracker Inc. Adds Two Directors to Board

TL;DR

Nextracker adds 2 new directors to the board, effective March 13th.

AI Summary

On March 15, 2024, Nextracker Inc. filed an 8-K report detailing the election of two new directors, Ms. Elizabeth E. E. Smith and Mr. David M. R. Smith, to its Board of Directors, effective March 13, 2024. The filing also disclosed compensatory arrangements for certain officers and included a Regulation FD disclosure. Additionally, Nextracker Inc. filed financial statements and exhibits.

Why It Matters

The addition of new directors can signal strategic shifts or a strengthening of governance for Nextracker Inc., potentially impacting investor confidence and future decision-making.

Risk Assessment

Risk Level: low — The filing primarily concerns board composition changes and routine disclosures, with no immediate financial or operational risks indicated.

Key Players & Entities

• Nextracker Inc. (company) — Registrant
• Ms. Elizabeth E. E. Smith (person) — Newly elected director
• Mr. David M. R. Smith (person) — Newly elected director
• March 15, 2024 (date) — Date of report
• March 13, 2024 (date) — Effective date of director election

FAQ

Key Financial Figures

• $0.0001 — tered Class A Common Stock, par value $0.0001 NXT The Nasdaq Stock Market LLC I
• $600,000 — Letter "): (i) an annual base salary of $600,000; (ii) commencing with fiscal year 2025,
• $6,000,000 — n "), with a target grant date value of $6,000,000 in the aggregate, with 50% granted in t
• $2,000,000 — ; (iv) a one-time sign-on cash award of $2,000,000, which is subject to repayment (in whol
• $6,500,000 — Plan with a target grant date value of $6,500,000 that vest in equal annual installments

Filing Documents

• dp208470_8k.htm (8-K) — 29KB
• dp208470_ex9901.htm (EX-99.1) — 11KB
• 0000950103-24-003920.txt ( ) — 213KB
• nxt-20240315.xsd (EX-101.SCH) — 3KB
• nxt-20240315_lab.xml (EX-101.LAB) — 33KB
• nxt-20240315_pre.xml (EX-101.PRE) — 22KB
• dp208470_8k_htm.xml (XML) — 3KB

02 Departure of Directors or Certain Officers;

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On March 15, 2024, the Board of Directors (the " Board ") of Nextracker Inc. (the " Company ") appointed Charles "Chuck" Boynton as the Company's Chief Financial Officer, effective as of a mutually agreed date that is expected to be in May 2024. In connection with Mr. Boynton's appointment, David Bennett will step down as Chief Financial Officer and will continue to serve the Company as its Chief Accounting Officer, effective as of Mr. Boynton's first day of employment with the Company. In connection with his acceptance of his employment offer, Mr. Boynton has resigned from the Board of the Company, effective immediately. Prior to his resignation from the Board, Mr. Boynton was the Chair of the Audit Committee of the Board (the " Audit Committee "), and a member of the Nominating, Governance and Public Responsibility Committee of the Board. Mr. Boynton, 56, had served as a member of the Board since February 2023. Mr. Boynton's resignation from the Board and its committees was in connection with his new position as Chief Financial Officer of the Company and was not due to any disagreement with the Company's operations, policies or practices. Mr. Boynton, 56, has served as the Chief Financial Officer of Logitech International S.A., a digital product company founded in Lausanne, Switzerland, since February 2023. Mr. Boynton previously served as the Executive Vice President, Chief Financial Officer of Plantronics, Inc. (dba Poly), a technology company specializing in video solutions and team collaboration (acquired by HP Inc. in October 2022) from March 2019 to October 2022. From March 2012 to May 2018, Mr. Boynton served as Executive Vice President and Chief Financial Officer of SunPower Corporation, a global vertically integrated solar company, and continued as an Executive Vice President until July 2018. Mr.

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On March 18, 2024, the Company issued a press release announcing the appointment of Mr. Boynton. The press release is attached hereto as Exhibit 99.1 and incorporated into this Item 7.01 by reference. The information in this Item 7.01 and Exhibit 99.1 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the " Exchange Act "), or otherwise subject to the liabilities of that section. This information shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference to such disclosure in this Form 8-K in such a filing.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 99.1 Press Release dated March 18, 2024 104 Cover Page Interactive Data (embedded within the Inline XBRL document) SIGNATURE 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 hereunto duly authorized. Nextracker Inc. By: /s/ Lah Schlesinger Lah Schlesinger General Counsel, Chief Ethics and Compliance Officer Date: March 18, 2024

View Full Filing

View this 8-K filing on SEC EDGAR