U.S. Cellular - United States Cellular Corporation
01/15/2025 | Press release | Distributed by Public on 01/15/2025 15:08
Management Change/Compensation Form 8 K
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
This Current Report on Form 8-K is being filed by United States Cellular Corporation (UScellular) to describe and file as an Exhibit the UScellular 2025 Annual Incentive Plan (the 2025 Plan) with respect to "named executive officers" of UScellular as specified in paragraph (e) of Item 5.02 of Form 8-K.
As ofJanuary 13, 2025, the 2025 Plan was approved both by UScellular's Chair and by UScellular's President and Chief Executive Officer (CEO). The 2025 Plan covers all UScellular officers, including the President and CEO. The UScellular Chair does not participate in the 2025 Plan.
The purpose of the 2025 Plan is to motivate and reward associates for performance that drives achievement of UScellular's business goals.
The Plan has the following two performance components for officers:
| Plan Component | Component Weighting |
| Company Performance | 80% (1) |
| Individual Performance | 20% |
(1) 70% weighted on UScellular company performance as measured against financial metrics and 10% weighted on the UScellular Chair's assessment of UScellular's performance.
The Plan company performance is measured by performance against the following financial metrics with the following weightings:
| Company Performance Metric | Metric Weighting |
| Consolidated Total Service Revenues | 30% |
| Consolidated Operating Cash Flow | 40% |
| Consolidated Capital Expenditures | 10% |
| Postpaid Handset Net Additions | 20% |
Under the provisions of the 2025 Plan, no bonus is due unless an officer remains employed through the bonus payout date except that an officer who separates due to retirement or death is eligible for a pro-rated bonus. The President and CEO may approve a bonus, or a pro-rated bonus, for an officer who is not employed through the bonus payout date.
The foregoing description is qualified by reference to the 2025 Plan which is attached hereto as Exhibit 10.1 and incorporated by reference herein.