Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
On
· Upon a termination by the Company without Cause or for Good Reason by the
applicable executive (as those terms are defined in the Amendments) (each, a "Qualifying Termination"), a cash severance payment equal to 12 months, six months, and six months of base salary forMr. Hager ,Mr. Strosahl , andMs. Putman , respectively, or 18 months, 12 months, and 12 months of base salary forMr. Hager ,Mr. Strosahl , andMs. Putman , respectively, if such termination occurs within a Change of Control Period (as such term is defined in the Amendments) (such period, as applicable for each executive, the "Severance Period");
· Upon a Qualifying Termination, payment or reimbursement for COBRA continuation
coverage for the applicable Severance Period;
· In the event a Qualifying Termination occurs during a Change of Control Period
(i) the prorated bonus for the calendar year that includes the termination date based on deemed achievement of the performance criteria at target levels and (ii) 100% of outstanding unvested equity awards that vest based on continued employment or service will accelerate and vest as of the termination date; and
· Upon a Qualifying Termination (i) any unpaid base salary through the
termination date; (ii) any bonus earned but unpaid with respect to the calendar year ending on or preceding the termination date; (iii) any accrued but unused vacation, payable in accordance with the Company's vacation policy as in effect on the termination date, and (iv) reimbursement for any unreimbursed business expenses incurred through the termination date.
The foregoing description of the Amendments does not purport to be complete and its qualified in its entirety to the full text of the Amendments, which are attached hereto as Exhibit 10.1, 10.2, and 10.3, respectively, each of which is incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description of Exhibit 10.1 First Amendment, dated as ofApril 22, 2021 , to the Letter Agreement betweenJAMF Holdings, Inc. andDean Hager 10.2 First Amendment, dated as ofApril 22, 2021 , to the Letter Agreement betweenJAMF Holdings, Inc. andJill Putman 10.3 First Amendment, dated as ofApril 22, 2021 , to the Letter Agreement betweenJAMF Holdings, Inc. andJohn Strosahl 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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