MANHATTAN ASSOCIATES INC 8-K

What Happened

• On February 26, 2026, Manhattan Associates, Inc. filed an 8‑K announcing that Executive Vice President, Chief Financial Officer and Treasurer Dennis B. Story will retire effective at the close of business on March 31, 2026. The Board appointed Linda C. Pinne to succeed him as Senior Vice President, Chief Financial Officer, Chief Accounting Officer and Treasurer effective as of that date. Mr. Story, who has been CFO since March 2006, will remain employed as Advisor to the CEO through December 31, 2026 to assist the transition.

Key Details

• Transition dates: CFO role change effective March 31, 2026; advisory employment through December 31, 2026.
• Cash compensation: Company will pay Mr. Story his current annual base salary of $512,000 while he serves as Advisor; he is eligible for a Q1 2026 performance cash bonus with a target equal to 77% of his Q1 2026 salary and no further cash bonuses thereafter.
• Equity treatment: As of February 26, 2026 Mr. Story had 49,989 unvested RSUs (plus performance-based RSUs with a 100% performance target of 13,668 units). Unvested RSUs will continue to vest during the advisory period and all then-unvested RSUs will vest on the Retirement Date; performance RSU amounts not yet determined are expected to vest after determination in Q1 2027.
• Other terms: The Retirement and Advisory Agreement addresses termination scenarios, includes a release and non-disparagement provisions, and provides up to 12 months of company-paid COBRA premiums after the Retirement Date (if elected).

Why It Matters

• Leadership continuity: The CFO role is being filled by an internal, long-tenured finance leader (Linda Pinne has been Global Corporate Controller and CAO since January 2016 and a finance leader at the company for 20+ years), which supports continuity in financial reporting and operations.
• Near-term financial effects: The company will incur continued cash salary and potential bonus and will accelerate equity vesting under the Retirement Agreement; these are discrete, contractually described obligations that can affect compensation expense and share-based dilution timing but are not an earnings or revenue report.
• Governance and disclosure: The change was disclosed via Form 8‑K and a furnished press release, ensuring investors have timely notice of the succession plan and related compensation arrangements.