Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On February 16, 2023, Emmett E. McLean notified the Board of Directors (the
"Board") of Medical Properties Trust, Inc. (the "Company") of his intent to
retire as Executive Vice President, Chief Operating Officer, and Secretary of
the Company, effective September 1, 2023. The decision of Mr. McLean, who turns
68 years old this year, to retire is not the result of any dispute or
disagreement with the Company on any matter relating to the Company's
operations, policies or practices.
Through the date of his retirement, Mr. McLean will be entitled to continue to
receive his current salary and to participate in the bonus and employee benefit
plans of the Company in which he currently participates. In addition, in
connection with Mr. McLean's retirement, the Board approved (i) the accelerated
vesting of 615,743 outstanding restricted stock awards previously granted to
Mr. McLean, and (ii) the acceleration of $769,762 in catch-up dividend payments
due to Mr. McLean, in each case subject to Mr. McLean's continued service
through the date of his retirement and the execution by Mr. McLean of a
customary general release of claims and non-compete in favor of the Company.
The Company does not anticipate immediately naming a new Chief Operating
Officer.
Item 7.01 Regulation FD Disclosure.
On February 23, 2023, the Company issued a press release announcing the
retirement of Mr. McLean as Executive Vice President, Chief Operating Officer,
and Secretary, described in Item 5.02 above. A copy of the press release is
furnished herewith as Exhibit 99.1. The information in Item 7.01 of this Current
Report on Form 8-K, including Exhibit 99.1, attached hereto, is being
"furnished" and shall not be deemed "filed" for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise
subject to the liabilities of Section 18, nor shall it be deemed incorporated by
reference into any filing of the Company under the Securities Act of 1933, as
amended, or the Exchange Act, except as expressly set forth by specific
reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
Number Description
99.1 Press Release dated February 23, 2023
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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