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Quarterhill Inc T.QTRH

Alternate Symbol(s):  QTRHF | T.QTRH.DB

Quarterhill Inc. is a Canada-based company, which is engaged in providing of tolling and enforcement solutions in the intelligent transportation system (ITS) industry. The Company is focused on the acquisition, management and growth of companies that provide integrated, tolling and mobility systems and solutions to the ITS industry as well as its adjacent markets. The Company’s solutions include congestion charging, performance management, insights & analytics, analytics, toll interoperability, mobility marketplace, maintenance, e-screening, tire anomaly detection, multi-modal data, intersection management, and others. Its tolling includes roadside technologies, commerce and mobility platforms, audit and enforcement, and tolling services. Its safety and enforcement comprise commercial vehicles, automated enforcement, freight mobility, smart transportation, and data solutions. The Company’s wholly owned subsidiary is International Road Dynamics Inc.


TSX:QTRH - Post by User

Comment by mrmoribundon Aug 15, 2022 5:15pm
215 Views
Post# 34897693

RE:RE:Insider transactions

RE:RE:Insider transactionsVG, where on earth did you get the idea that 15,000 shares is BK's minimum? It's just another number you've pulled out of your hat.

There ARE minimum share ownership requirements. See pages 31-32 of the Management Information Circular. Some of it I've copied below.

By 2026 BK will have to own shares worth 3x his salary. This most recent 15,000 moves in the right direction but there is no need for him to be in such a hurry. If he knew there were more waves of bad news coming he would be perfectly free to wait for the share price to move lower before pushing the buy button.



Minimum Equity Ownership Requirement

The Board has established a minimum equity ownership requirement for all Quarterhill officers having a “vice-president” or higher title or performing an equivalent function, including each Named Executive Officer (each, a “Covered Officer”) pursuant to which, within five years of becoming a Covered Officer, each Covered Officer must satisfy the following requirements applicable to that Covered Officer (each, a “Minimum Equity Ownership Requirement”):

  1. (1)  Quarterhill’s CEO must own, directly or indirectly, Common Shares having an aggregate value equal to at least three times the CEO’s then current base salary;

  2. (2)  each Senior Vice-President or officer performing an equivalent function (including Quarterhill’s Chief Financial Officer) must own, directly or indirectly, Common Shares, DSUs, vested in-the- money Options, RSUs and PSUs having an aggregate value equal to at least 100% of such officer’s then current base salary, of which each such officer must own, directly or indirectly, Common Shares and DSUs equal to half of such amount; and

  3. (3)  each Covered Officer other than Quarterhill’s CEO and any Senior Vice-President (or officer performing an equivalent function to a Senior Vice-President) must own, directly or indirectly, Common Shares, DSUs, vested in-the-money Options, RSUs and PSUs having an aggregate value equal to at least 50% of such Covered Officer’s then current base salary, of which each Covered Officer must own, directly or indirectly, Common Shares and DSUs equal to half of such amount.

    The measurement of the value of each Covered Officer’s Common Share, DSU, vested in-the-

money Option, RSU and PSU holdings is made on December 31 of each year and is based on, for Common Shares, the higher of (a) the price actually paid or deemed to have been paid for Common Shares and (b) the closing price of the Common Shares on the TSX on that December 31 and, for DSUs, vested in-the-money Options, RSUs and PSUs, the closing price of the Common Shares on that December 31 less any applicable exercise price. Starting five years after an employee becomes a Covered Officer, until such time as they satisfy the applicable Minimum Equity Ownership Requirement, that employee will receive all cash incentives in the form of DSUs.

. . . . . . . .

  1. Each of Messrs. Vladescu and Watchmaker satisfy their respective Minimum Equity Ownership

Requirements at December 31, 2021. Messrs. Kidd and Malhotra are not required to satisfy their respective Minimum Equity Ownership Requirements until 2026 and 2025, respectively, five years following their respective appointments to their respective current roles with Quarterhill. Mr. Hill ceased to be employed by Quarterhill on December 15, 2021 and Mr. Rim resigned from Quarterhill effective February 18, 2022.


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