Sensata Technologies Director Departs, New Director Appointed

TL;DR

Sensata board shakeup: Nordin out, Stack in. Details on exec pay to follow.

AI Summary

Sensata Technologies Holding plc announced on December 17, 2024, the departure of director Jeffrey S. Nordin and the appointment of David M. Stack as a new director. The company also disclosed compensatory arrangements for certain officers, though specific details and dollar amounts were not provided in this excerpt. This filing is a current report under the Securities Exchange Act of 1934.

Why It Matters

Changes in board composition can signal shifts in company strategy or governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: low — This filing primarily concerns routine board and officer changes and compensatory arrangements, which are common and generally do not indicate significant operational or financial risk.

Key Players & Entities

• Sensata Technologies Holding plc (company) — Registrant
• Jeffrey S. Nordin (person) — Departing Director
• David M. Stack (person) — Appointed Director
• December 17, 2024 (date) — Date of Report

FAQ

Key Financial Figures

• $20,000 m — ition of her duties. She will receive a $20,000 monthly stipend for these services. She w
• $1,117,000 — will receive an initial base salary of $1,117,000 per year and an annual cash incentive o
• $1,000,000 — t with a grant date fair value equal to $1,000,000 to make him whole for certain ZF compen
• $6,500,000 — 5 with a grant date fair value equal to $6,500,000, consisting of 45% time-based restricte
• $150,000 — one-time lump sum cash signing bonus of $150,000, to be paid within 45 days following th
• $500,000 — Company approved cash bonus payments of $500,000 to each of Brian Roberts, the Company's

Filing Documents

• st-20241217.htm (8-K) — 39KB
• pressrelease12-17x24_final.htm (EX-99.1) — 14KB
• image_0.jpg (GRAPHIC) — 8KB
• 0001477294-24-000200.txt ( ) — 224KB
• st-20241217.xsd (EX-101.SCH) — 2KB
• st-20241217_def.xml (EX-101.DEF) — 15KB
• st-20241217_lab.xml (EX-101.LAB) — 26KB
• st-20241217_pre.xml (EX-101.PRE) — 15KB
• st-20241217_htm.xml (XML) — 3KB

02

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. (1) On December 17, 2024, the Board of Directors (the "Board") of Sensata Technologies Holding plc (the "Company") announced the appointment of Stephan von Schuckmann as Chief Executive Officer ("CEO") of the Company, effective upon his commencement of employment, which is to begin on January 1, 2025 (the "Employment Date"). The Board also approved the appointment of Mr. von Schuckmann to the Company's Board effective as of the Employment Date to serve until the Company's 2025 Annual Meeting of Shareholders ("2025 Meeting") as a non-independent director. Martha Sullivan will remain as the Company's interim President and CEO until immediately prior to the Employment Date and will thereafter continue to serve her term as a non-independent director of the Company. Ms. Sullivan has agreed to assume a Special Advisor role to Mr. von Schuckmann for a period of up to six months following the Employment Date, to ensure a seamless transition of her duties. She will receive a $20,000 monthly stipend for these services. She will also receive the standard annual cash retainer payable to non-executive directors, prorated from the Employment Date to the 2025 Meeting. Mr. von Schuckmann, age 50, has decades of financial, operational, and strategic leadership experience in the automotive and technology sectors. Most recently, he served as a Member of the Management Board of ZF Friedrichshafen AG ("ZF") and oversaw ZF's Electric Mobility, Procurement, and Asia Pacific Region divisions from January 2021 until July 2024. He held various leadership roles at ZF within its car division, including Executive Vice President and CEO, Powertrain Technology & Electric Mobility from October 2018 to January 2021, Senior Vice President and Chief Financial Officer, Powertrain Technology from October 2015 to September 2018, and Vice Preside

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure A copy of the Company's press release relating to the announcement described in Item 5.02, dated December 17, 2024, is furnished as Exhibit 99.1 to this Form 8-K.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No . Description 99.1 Sensata Technologies Holding plc Press Release, dated December 17, 2024 104 Cover Page Interactive Data File (embedded within inline XBRL document) 3

SIGNATURES

SIGNATURES 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. SENSATA TECHNOLOGIES HOLDING PLC /s/ David K. Stott Date: December 17, 2024 Name: David K. Stott Title: Senior Vice President, General Counsel and Corporate Secretary 4

View Full Filing

View this 8-K filing on SEC EDGAR