Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Extension of Employment for
OnNovember 23, 2020 ,James M. Sullivan , Senior Vice President and Chief Financial Officer ofSealed Air Corporation (the "Company"), entered into a letter agreement with the Company (the "Extension Letter") regarding the extension of his term of employment and his continued service as the Company's Chief Financial Officer, to coordinate with the hiring ofChristopher J. Stephens , Jr. and his appointment as Chief Financial Officer as described below. Under his agreement with the Company datedJune 20, 2019 (the "Original Letter"), the term ofMr. Sullivan's employment and service as Chief Financial Officer is scheduled to end onDecember 31, 2020 , unless the Company andMr. Sullivan agree in writing to an extension. Under the Extension Letter,Mr. Sullivan agrees to extend his employment with the Company throughMarch 31, 2021 (or any earlier date in 2021 asMr. Sullivan and the Company may mutually agree). He will continue to serve as the Senior Vice President and Chief Financial Officer untilMr. Stephens assumes that role, which is expected to occur once the Company has filed its Annual Report on Form 10-K for 2020. AfterMr. Stephens becomes Chief Financial Officer and throughMarch 31, 2021 ,Mr. Sullivan will be employed in a non-executive role, assistingMr. Stephens with the transition of his duties. Under the Extension Agreement,Mr. Sullivan will receive the following compensation for his employment during 2021 through his employment termination date: •Base salary at his current annual rate, •A completion bonus in the amount of$167,000 , paid in a lump sum after the end of his employment, and •Continued participation in the Company's employee benefit plans in accordance with their terms.Mr. Sullivan will remain eligible to receive payment of his 2020 annual bonus earned under the Annual Incentive Plan based on actual 2020 performance results (payable at the same time 2020 annual bonuses are payable to other senior executives). He will not receive any long-term incentive awards in 2021. The other terms and provisions of his Original Letter will remain in effect, including the "special equity vesting terms" included in the Original Letter. The foregoing description of the Extension Letter is qualified in its entirety by reference to the full text of the Extension Letter attached to this Current Report on Form 8-K as Exhibit 10.1, which is incorporated herein by reference.
Hiring of
Also on
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receive relocation benefits pursuant to the Company's relocation policy. The cap
on the loss on sale benefit for the sale of his current home under that policy
will be
Item 7.01 Regulation FD Disclosure.
A copy of the press release announcing the matters referenced in Item 5.02 is furnished with this Current Report on Form 8-K as Exhibits 99.1.
The information furnished herewith pursuant to Item 7.01 of this Current Report on Form 8-K shall not be deemed to be "filed" for purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit Number Description Extension Letter, datedNovember 23, 2020 , betweenJames M. Sullivan and 10.1Sealed Air Corporation .Offer Letter , datedNovember 23, 2020 , between Christopher J. Stephens, 10.2Jr. andSealed Air Corporation . 99.1 Press Release ofSealed Air Corporation , datedNovember 24, 2020 . Cover Page Interactive Data File (formatted as Inline XBRL and embedded within 104 document).
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