FARO TECHNOLOGIES INC appointed Peter J. Lau as new CEO

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. 


As previously disclosed by FARO Technologies, Inc. (the "Company"), Mr. Wasserman was appointed as the Company's Executive Chairman on May 3, 2023, and in such role has been instrumental in leading the executive search and hiring of Peter J. Lau as the Company's new President & Chief Executive Officer. At the request of the Company's Board of Directors (the "Board"), Mr. Wasserman has agreed to continue as Executive Chairman through April 2024 to provide additional transitional assistance to Mr. Lau and the Company. The Company's Talent Development and Compensation Committee, with guidance from its independent compensation consultant, recommended to the Board, and the Board subsequently approved, additional compensation for such services with a total value of $1,500,000 consisting of (a) $100,000 in cash and $500,000 in restricted stock units ("RSUs") to be paid and issued, respectively on July 25, 2023, (b) $100,000 in cash and $400,000 in RSUs to be paid and issued, respectively on November 1, 2023 and (c) $100,000 in cash and $300,000 in RSUs to be paid and issued, respectively on February 1, 2024 pursuant to its 2022 Equity Incentive Plan. For Mr. Wasserman to receive or be granted ongoing cash and RSUs awards, respectively, Mr. Wasserman must continue to serve in his role as Executive Chairman. The RSUs will vest on the first anniversary of the respective grant dates, subject to Mr. Wasserman's continued service to the Company. 


Cautionary Note Regarding Forward-Looking Statements


This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are subject to risks and uncertainties, such as statements about the Company's expectations regarding its timing, plans and agreements with certain of its directors and executive officers. Statements that are not historical facts or that describe the Company's plans, objectives, projections, expectations, assumptions, strategies, or goals are forward-looking statements. In addition, words such as "will," "expect" and "shall" or words of similar meaning or discussions of the Company's plans or other intentions identify forward-looking statements. Forward-looking statements are not guarantees of future performance and are subject to various known and unknown risks, uncertainties, and other factors that may cause actual results, performances, or achievements to differ materially from future results, performances, or achievements expressed or implied by such forward-looking statements. Consequently, undue reliance should not be placed on these forward-looking statements.


Factors that could cause actual results to differ materially from what is expressed or forecasted in such forward-looking statements include, but are not limited to the changes in the planned transition to the new President & Chief Executive Officer, and any unexpected developments in the transition.