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Apple Inc. · AAPL · 8-K/A · Filed

Amends CEO, Executive Chair Compensation Plans Effective September 1, 2026

AAPL
8-K/A
Executive changes

Source: SEC EDGAR, accession 0001140361-26-035325 · Items 5.02

What did Apple Inc. announce?

Apple Inc. updated compensation arrangements for CEO John Ternus and Executive Chair Tim Cook, effective September 1, 2026.

Apple Inc. filed an amendment to its previous 8-K report from April 20, 2026, to detail the new compensation plans for its incoming CEO, John Ternus, and the new Executive Chair, Tim Cook. These compensation arrangements will become effective on September 1, 2026, coinciding with the transition date for their new roles. The original filing announced the CEO transition plan but did not include these specific compensation details.

Under the updated plan, John Ternus, upon assuming the CEO role, will receive an annual salary of $3 million. In addition to his salary, the Board's People and Compensation Committee granted Mr. Ternus a prorated restricted stock unit (RSU) award with a target value of $2.5 million for his service during fiscal year 2026. For fiscal year 2027, Mr. Ternus is slated to receive an annual equity award with a target value of $55 million. Of this equity award, 75% will be performance-based RSUs, tied to Apple's total shareholder return compared to S&P 500 companies, while the remaining 25% will be time-based RSUs, vesting semiannually over four years.

Tim Cook, transitioning to Executive Chair, will have an annual salary of $2 million, effective September 26, 2026. He will also receive an equity award for fiscal year 2027 with a target value of $45 million. This award is structured with 50% in performance-based RSUs, subject to Apple's total shareholder return against S&P 500 peers, and 50% in time-based RSUs, vesting semiannually over four years. A specific provision allows Mr. Cook's equity award to vest, subject to performance for the performance-based portion, even if he retires on or after the first anniversary of the grant date, with settlement occurring on the originally scheduled vesting dates.

Key details

  • John Ternus' annual salary increased to $3 million.
  • Mr. Ternus received a prorated RSU award with a target value of $2.5 million for fiscal 2026.
  • Mr. Ternus will receive an annual equity award for fiscal 2027 with a target value of $55 million.
  • Tim Cook's annual salary will be $2 million and he will receive an equity award for fiscal 2027 with a target value of $45 million.

Why it matters

This 8-K/A reports a change in the executive team at Apple Inc.. The likely share-price reaction reads as neutral.

Neutral

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