SecureWorks Corp. Announces Acceleration of Restricted Stock Units for Chief Financial Officer

SecureWorks Corp. (NASDAQ: SCWX) revealed on December 20, 2024, that in connection with its pending Merger with Sophos Inc., certain actions have been taken to address potential financial implications for Alpana Wegner, the company’s Chief Financial Officer.

The Merger, previously disclosed on October 21, 2024, involves SecureWorks merging with Sophos Inc., resulting in SecureWorks becoming a wholly owned subsidiary of Sophos. To mitigate potential adverse effects of Sections 280G and 4999 of the Internal Revenue Code, the Compensation Committee approved the acceleration of certain restricted stock units (RSUs) for Wegner, subject to the terms of a letter agreement executed on December 20, 2024.

The Accelerated RSUs granted to Wegner include 91,914 RSUs that were originally set to vest on March 18, 2025. However, it was established that if Wegner resigns without cause or is terminated for cause before the vesting date, she will be required to repay the company an after-tax amount based on the closing price of the company’s common stock on the date of Accelerated RSUs settlement.

Importantly, the company warned of potential risks and uncertainties related to the Merger, noting that certain factors, including regulatory approvals, litigation risks, business disruptions, and staffing challenges, could impact the success and timing of the transaction. SecureWorks emphasized that forward-looking statements in this regard are subject to inherent risks and uncertainties that could result in actual outcomes differing from those expressed or implied.

The company advised shareholders to carefully review the definitive information statement and other relevant documents filed with the SEC regarding the Merger. Stockholders are also encouraged to monitor future communications and disclosures about the pending transaction to stay informed.

While SecureWorks cannot guarantee the exact outcome or timing of the Merger, it remains committed to providing updates and details as they become available. Shareholders are advised to stay tuned for further developments regarding this strategic business move.

For more information and access to relevant documents, interested parties can visit the SEC’s website or the company’s investor relations webpage.

This news article is a summary based on SecureWorks Corp.’s recent 8-K SEC filing and should be viewed in the context of the original filed document.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read SecureWorks’s 8K filing here.

SecureWorks Company Profile

SecureWorks Corp., through its subsidiaries, provides technology-driven information security solutions for protecting its customers in the United States and internationally. The company's solutions include software-as-a-service solutions; managed security services; and professional services, including incident response and penetration testing services.