Thread regarding Xerox Corp. layoffs

Feldman is and always has been a liability

) On June 21, 2018, Xerox Corporation (the “Company”) announced the appointment of Steven J. Bandrowczak as the Company’s new President and Chief Operations Officer, effective June 25, 2018. A copy of the press release announcing the appointment is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Mr. Bandrowczak, 57, joins the Company from Alight Solutions, where he was the chief operating officer and chief information officer, responsible for the company’s global supply chain, shared services, product development, transformation office, accounts payable, I/T strategy and operations, enterprise risk management and real estate.

Prior to his experience at Alight Solutions, Mr. Bandrowczak was the president of Telecommunication Media and Technology at Sutherland Global Services. He previously served as the senior vice president for Global Business Services at Hewlett-Packard Enterprises, where he transformed its 16,000-employee shared service organization into a highly efficient operation with a focus on automation, business intelligence and labor optimization.

Compensation Arrangements

The Compensation Committee of the Board of Directors (the “Compensation Committee”) approved the following compensation for Mr. Bandrowczak: (a) an annual base salary of $525,000, (b) eligibility for an annual bonus with a target award equal to 100% of base salary, prorated for 2018 employment; and (c) eligibility for a prorated annual long-term incentive award for 2018, with a grant value of $1,312,500, and (d) participation in the Company’s retirement, health and welfare, vacation and other benefit programs. The target grant value for Mr. Bandrowczak’s annual long-term incentive award for 2019 will be $1,750,000.

The Compensation Committee approved the following one-time payment and equity awards to Mr. Bandrowczak in connection with his joining the Company to compensate him for compensation that he will forego from his prior employer: (a) a cash payment of $300,000, to be made within 30 days of his start date, and (b) an equity award of Restricted Stock Units (“RSUs”), expected to be granted on July 1, 2018, with a grant value of $2,200,000 calculated pursuant to the Company’s valuation methodology. The RSUs will fully vest on the second anniversary of the grant.

Mr. Bandrowczak’s employment with the Company is at will.

XEROX CORPORATION

May 14, 2018

John Visentin

Dear John,

Xerox Corporation (the “Company”) is pleased to extend to you an offer of employment as Vice Chairman of the Company’s Board of Directors (the “Board”) and Chief Executive Officer. This letter outlines the key terms of the Company’s offer of employment and supersedes any previous communications or representations made by or on behalf of the Company regarding the terms and conditions of your employment.

Start Date: May 15, 2018

Place of Employment: Your primary place of employment will be at the Company’s headquarters in Norwalk, CT. You will not be required to relocate your home residence.

Base Salary: You will be paid an annualized base salary of $1,200,000, less applicable withholdings and deductions. Your Base Salary will be subject to annual increases (but not decreases) at the discretion of the Compensation Committee of the Board (the “Compensation Committee”) based on market trends, internal considerations and performance.

Annual Bonus: You are eligible for an annual bonus (each an “Annual Bonus”) based on a target award equal to 150% of your base salary (“Target Bonus”). Your actual Annual Bonus payout will depend on performance against goals to be approved annually by the Compensation Committee, with a maximum award equal to 200% of target (“Maximum Bonus”), and will be paid in accordance with the terms of the Company’s annual bonus program. For clarification, for 2018, you are eligible for a full year Annual Bonus based on a Target Bonus equal to $1,800,000, with a Maximum Bonus equal to $2,400,000.

Sign-On Bonus: The Company will pay you a lump sum cash bonus of $1,500,000, less applicable withholdings and deductions within 10 days following your Start Date.

Initial Equity Award: On May 15, 2018, the Company will grant you an award of a number of restricted shares of the Company’s common stock, $1.00 par value (“Common Stock”) with a grant date value equal to $10,000,000 based on the closing price of the Common Stock on May 15, 2018, which will become 100% vested upon the earliest of (1) May 15, 2019, subject to your continuous employment through such date, (2) your voluntary termination for Good Reason or termination by the Company without Cause, (3) your termination due to death or Disability or (4) a Change in Control.

Long-Term

Incentive:

You will be eligible to receive an annual long-term incentive award (each a “Long-Term Incentive Award”) with a value to be determined by the Compensation Committee annually under the Company’s standard policy based on market practice, affordability, performance and other factors determined to be relevant, but in no event shall the grant date value of any Long-Term Incentive Award be less than $10,000,000. For the avoidance of doubt, your Long-Term Incentive Award for 2018 will be granted to you on May 15, 2018 and will have a grant date value of $10,000,000, consisting of the following awards which will be made in the same form and have the same terms and conditions as those awards granted by the Company to its other executives under its 2018 long-term incentive program:

• restricted stock units for a number of shares of Common Stock with a grant date value of $2,500,000;

• performance shares for a target number of shares of Common Stock with a grant date value of $5,000,000; and

• stock options to purchase a number of shares of Common Stock with a grant date value of $2,500,000, at an exercise price per share equal to the closing price of the Common Stock on May 15, 2018.

In the event of a Change in Control (and you are employed by the Company on the date of such Change in Control), any Long-Term incentive awards that are then outstanding will become fully vested, with performance shares vesting at target.

Benefits: You will be eligible to participate in all retirement, health and welfare, vacation and other benefit plans and arrangements generally available to other senior executives of the Company in accordance with the terms and provisions of such plans. In addition, you will be entitled to all perquisites provided to the prior Company chief executive officer and to other senior executives, including use of a private aircraft, home security and financial planning.

Severance:

In the event of your voluntary termination for Good Reason or your termination without Cause prior to a Change in Control, or your voluntary termination without Good Reason within 90 days following a Change in Control, you will be entitled to:

• Cash payments in the aggregate equal to 2.0x the sum of your base salary and Target Bonus, paid in installments accordance with the Company’s regular payroll practices for a period of 24 months (the “Severance Period”)

Translation = Bluster

The story about changes at GIS broke externally yesterday: www.crn.com/news/channel-programs/xerox-ousts-channel-chief-amid-big-reorganization

So how does this benefit Xerox employees?

Any direct word publicly or is this all internal communications?

Printer Parts at Metrofuser.com

Seems to me that its largely a name change, streamlining and repositioning within the sales distribution line. Xerox, Xerox brand, XBS and its successors are and will continue to be a viable competitor.

What was GIS healthcare and 401k like before?

Watchng the Mike Feldman webcast now. Global

Imaging is now called XBS. No idea what this means for the cores, but can confirm healthcare policy went to c-ap as did 401k matching/payout.

There is no independence at Xerox...only how can we eff up what little is running well.

punctuation can be a good thing

What name change?

Some of that has been announced

Am I missing something? What was announced?

1000% confirmed.

Some of that has been announced, some of that is rumored, do you have confirmation for that?