ITEM 5.02 – DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
On December 12, 2022, ArcBest Corporation (the “Company”) filed a Current Report on Form 8-K disclosing that David Cobb, vice president and chief financial officer of the Company, had informed the Company that he will be retiring in October 2023.
On April 6, 2023, the Company announced that Matt Beasley, currently the Company’s vice president and treasurer, will replace Mr. Cobb and become vice president – chief financial officer and treasurer, effective May 14, 2023. Upon the effective date, Mr. Beasley will become the Company’s principal financial officer. Mr. Cobb will continue with the Company as a senior advisor to facilitate the transition.
Matt Beasley, 44, joined the Company in 2022. Prior to joining the Company, Mr. Beasley served at Enable Midstream Partners and its predecessor companies from 2007 to 2021, including in senior-level finance roles. He holds a bachelor’s degree in finance and management information systems from the University of Tulsa and an MBA from St. Edward’s University.
Mr. Beasley has no family relationships with any director, executive officer, or person nominated by the Company to become a director or executive officer of the Company. There is no arrangement or understanding between Mr. Beasley and any other person pursuant to which Mr. Beasley was selected as an officer, nor is he party to any related party transactions required to be disclosed pursuant to Item 404(a) of Regulation S-K.
In connection with his appointment, Mr. Beasley will receive an increase in his annual base salary to $450,000 per year and will participate in benefit and compensation plans consistent with the Company’s other management team members, at levels consistent with his position and scope of responsibility. For 2023, Mr. Beasley will be eligible to participate in the Company’s short- and long-term cash incentive plans applicable to fiscal 2023, with a target annual cash incentive opportunity of 65% of his base salary payable upon the attainment of certain company-wide performance goals for fiscal 2023, and a target long-term cash incentive opportunity of $90,000 payable upon the attainment of certain company-wide performance goals for the three-year period ended December 31, 2025. Starting in 2024, Mr. Beasley’s target long-term cash incentive opportunity will be $300,000 (or such other amount as may be determined by the Compensation Committee). In addition, Mr. Beasley will be able to participate in the Company’s equity compensation program and will receive an equity grant with a target value of $300,000 (or such other amount as may be determined by the Compensation Committee), with such equity grant to be made when the Compensation Committee approves equity grants for management, which is expected to occur at the Compensation Committee’s regularly scheduled meeting in the second quarter of 2023.