Sunnova Energy International Inc.
12/12/2024 | Press release | Distributed by Public on 12/12/2024 15:02
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
On December 6, 2024, Nora Brownell notified Sunnova Energy International Inc. (the "Company") of her resignation as a Class II director of the Board of Directors (the "Board") of the Company and Chair and member of the Compensation and Human Capital Committee effective December 31, 2024. Ms. Brownell's resignation was for personal reasons and not due to any disagreement with the Company on any matter relating to the Company's operations, policies, or practices.
On May 15, 2024, Mr. Brownell was awarded 24,948 restricted stock units (the "2024 RSU Award") as compensation for her service on the Company's Board of Directors. Under its terms, the 2024 RSU Award was scheduled to vest one year from the date of grant subject to the grantee's continued service on the Board.
On December 10, 2024, in recognition of Ms. Brownell's long-standing and dedicated service on the Board, including time spent in service for 2024, the Compensation and Human Capital Committee in consultation with the Nominating, Governance and Sustainability Committee recommended to the Board and the Board approved to accelerate the vesting of a pro-rata portion of the 2024 RSU Award. The pro-rata portion was calculated based upon the number of days Ms. Brownell served on the Board in 2024 from the grant date of the award through her last day of service on the Board over 365 (or 15,789 restricted stock units, rounding to the nearest whole number), effective as of December 31, 2024, with the remainder of the 2024 RSU Award (or 9,159 restricted stock units) terminating and being forfeited.