FACTSET RESEARCH SYSTEMS INC 8-K

What Happened

• FactSet Research Systems Inc. announced on April 8, 2026 that Helen Shan will transition out of her role as Chief Financial Officer effective April 13, 2026 and will be eligible for severance under the Company’s Executive Severance Plan upon termination (subject to a separation agreement). The board appointed Joshua Warren as the new CFO, with Mr. Warren beginning employment on April 13, 2026.
• Mr. Warren previously served as CFO of Envestnet, Inc. (2023–2025) and held senior strategy roles at BlackRock. He holds a J.D. from NYU School of Law and a B.A. from Dartmouth College.

Key Details

• Helen Shan: will remain employed through a transition period, eligible for base salary, FY2026 bonus and benefits, but not eligible for new incentive awards or an FY2027 bonus; severance and transition benefits are conditioned on executing a separation agreement (to be filed with the FY2026 Q3 10-Q).
• Joshua Warren compensation (per Employment Agreement dated April 2, 2026): $500,000 annual base salary; annual target cash bonus = 110% of base salary (FY2026 bonus prorated from April 13, 2026); target annual equity award beginning FY2027 = $2,250,000.
• New-hire package: one-time New Hire Award grant-date value $1,500,000 comprised of $750,000 in non-qualified stock options, $500,000 in RSUs and $250,000 cash. Options/RSUs vest 50% on each of the 3rd and 4th anniversaries; the $250,000 cash is payable within 30 days and is repayable in full if Mr. Warren resigns or is terminated for Cause before the first anniversary.
• Mr. Warren will participate in the Company’s Executive Severance Plan and will enter into an equity letter agreement consistent with the Company’s form.

Why It Matters

• Leadership change in the finance function is material: a new CFO can influence financial strategy, reporting priorities and investor communication. Mr. Warren’s pay package includes sizable equity incentives ($2.25M annual target beginning FY2027 and a $1.5M new-hire award) that align his compensation with longer-term performance.
• For investors, note the transitional arrangements for the outgoing CFO (severance subject to agreement) and that FY2026 bonus for the new CFO will be prorated; these are near-term cash/compensation items and may affect executive-related expense disclosures in upcoming filings.