Sensata Technologies Holding plc Announces Inducement Grant Under New York Stock Exchange Listed Company Manual Rule 303A.08

SWINDON, United Kingdom--(BUSINESS WIRE)--Sensata Technologies (NYSE: ST), a global industrial technology company and leading provider of sensors, sensor-rich solutions and electrical protection devices used in mission-critical systems to help its customers address increasingly complex engineering and operating performance requirements, today announced that it made two awards of time-based restricted stock units (“RSUs”) and two awards of performance-based restricted stock units (“PRSUs”) to its new Chief Executive Officer (“CEO”), Stephan von Schuckmann, effective on his start date of January 1, 2025. The awards were made pursuant to previously announced employment agreement between Mr. von Schuckmann and Sensata Technologies and as a material inducement to Mr. von Schuckmann joining Sensata Technologies as its CEO.

The material terms of the awards are as follows:

• The awards of RSUs cover 16,424 and 106,752 of Sensata Technologies’ ordinary shares, respectively. The RSUs will become vested in three substantially equal installments on the first three anniversaries of their grant date, subject to Mr. von Schuckmann’s continued employment through each vesting date. The award agreement for the first RSU provides that any unvested RSUs subject to that award shall immediately vest upon an involuntary termination by Sensata Technologies of Mr. von Schuckmann’s employment without cause (as that term is defined in Mr. von Schuckmann’s employment agreement) or a voluntary termination by Mr. von Schuckmann of his employment for good reason (as that term is defined in Mr. von Schuckmann’s employment agreement).
• The awards of PRSUs cover 20,073 and 130,475 of Sensata Technologies’ ordinary shares, respectively. The vesting terms for the PRSUs, including the vesting schedule and applicable performance criteria, will be established by Sensata Technologies’ Compensation Committee prior to April 1, 2025, in connection with its annual determination of equity incentive compensation for its senior executives. The award agreement for the first PRSU provides that any unvested PRSUs subject to that award shall immediately vest upon an involuntary termination by Sensata Technologies of Mr. von Schuckmann’s employment without cause (as that term is defined in Mr. von Schuckmann’s employment agreement) or a voluntary termination by Mr. von Schuckmann of his employment for good reason (as that term is defined in Mr. von Schuckmann’s employment agreement).

The RSUs and PRSUs are subject in all respects to the terms and conditions of Sensata Technologies’ 2021 Equity Incentive Plan (the “2021 Plan”), but were not issued under the 2021 Plan. Except as noted above, the RSUs and PRSUs include vesting treatment on termination of employment or change in control consistent with Sensata Technologies’ standard terms for awards granted to its executive officers pursuant to the 2021 Plan.

Each award was granted as a material inducement to employment in accordance with the NYSE Listed Company Manual Rule 303A.08.

About Sensata Technologies

Sensata Technologies is a global industrial technology company striving to create a safer, cleaner, more efficient and electrified world. Through its broad portfolio of mission-critical sensors, electrical protection components and sensor-rich solutions, Sensata helps its customers address increasingly complex engineering and operating performance requirements. With more than 18,000 employees and global operations in 15 countries, Sensata serves customers in the automotive, heavy vehicle & off-road, industrial, and aerospace markets. Learn more at www.sensata.com and follow Sensata on LinkedIn, Facebook, X, and Instagram.