Current Report · Items 5.02, 9.01 · 8-K
Visteon Corporation
VCNASDAQEQUITYCurrent
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On June 16, 2026, the Board of Directors (the “Board”) of Visteon Corporation (the “Company”) approved the election of Mr. Gary D. Hicok to the Board effective July 1, 2026 and appointed him to serve on Technology Committee of the Board.…
Disclosure sections
Item 5.02Item 5.02 - Departure/Election of Directors
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 16, 2026, the Board of Directors (the “Board”) of Visteon Corporation (the “Company”) approved the election of Mr. Gary D. Hicok to the Board effective July 1, 2026 and appointed him to serve on Technology Committee of the Board. The Board determined that Mr. Hicok satisfies all applicable independence and other requirements for general Board and Committee service including without limitation the requirements of Visteon’s Director Independence Guidelines, the Nasdaq Listed Company Guide, and the Securities Exchange Act of 1934, as amended. The Company’s press release relating to the foregoing is attached hereto as Exhibit 99.1.
As a non-employee director, Mr. Hicok will receive a stock unit award under the Company’s 2020 Incentive Plan, as amended, and an annual cash retainer consistent with the annual non-employee director compensation program described in the Company’s 2026 proxy statement, except that such amounts will be prorated to reflect service for a partial year.
There are no arrangements or understandings between Mr. Hicok and any other person pursuant to which Mr. Hicok was appointed to serve on the Board. There are no family relationships between Mr. Hicok and any other director or executive officer of the Company and there are no current or proposed transactions between Mr. Hicok and the Company that would require disclosure under Item 404(a) of Regulation S-K.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS