Verra Mobility Corp: appoints new CEO

What happened

• The filing reports that on Sep 30, 2026 the board appointed Jon Newhard as president and chief executive officer, effective Nov 1, 2026, and as a member of the board as of the same date. The appointment is contingent on a customary background check. The board approved an increase in the size of the board from 6 directors to 7 directors, effective Nov 1, 2026.
• The company and Mr. Newhard entered into an employment agreement dated Oct 1, 2026 under which he will be based at the company headquarters in Mesa, Arizona.

Key details

• Annual base salary of $725,000 and eligibility for an annual discretionary cash bonus with a target of 100% of base salary under the verra mobility amended and restated short-term incentive plan; pro-rata bonus for fiscal year 2026 based on days worked beginning Nov 1, 2026.
• Estimated target grant date fair value for annual equity incentives of $4,000,000 commencing in fiscal year 2027; an inducement restricted stock unit award with grant date fair value of $4,750,000 to be granted subject to board approval, vesting in 3 equal annual installments.
• One-time cash sign-on bonus of $25,000; severance if terminated by the company without “Cause” or by Mr. Newhard for “Good Reason”: cash severance equal to 18 months of base salary, a cash amount equal to 1.5 times his short-term incentive plan target, and COBRA healthcare premium payments for 18 months. If such a termination occurs within 12 months after a change in control: 24 months base salary, 2.0 times short-term incentive plan target, COBRA for 24 months, and full accelerated vesting of outstanding equity awards.
• Relocation assistance with repayment obligations if Mr. Newhard voluntarily resigns without Good Reason or is terminated for Cause within specified time frames; reimbursement by the company of up to $660,000 for payments to a former employer, subject to repayment rules.

Why it may matter

• The filing reports Item 5.02 (departure of directors or certain officers; election of directors) relating to the appointment of a new president and chief executive officer and expansion of the board, and Item 7.01 (regulation FD disclosure) for the related press release.
• The filing does not show why any insider traded or why the company acted.