Item 2.02 Results of Operations and Financial Condition.
OnMay 4, 2022 ,Sunrun Inc. (the "Company") issued a press release announcing its financial results for the quarter endedMarch 31, 2022 . In the press release, the Company also announced that it would be holding a conference call onMay 4, 2022 to discuss its financial results for the quarter endedMarch 31, 2022 . The full text of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference. The information set forth in this Item 2.02, including Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Departure of Chief Financial Officer
OnApril 28, 2022 , Tom vonReichbauer, Chief Financial Officer ofSunrun Inc. (the "Company"), notified the Company of his intention to resign from the Company effectiveMay 30, 2022 . In connection with his resignation, Mr. vonReichbauer and the Company entered into a consulting agreement (the "Consulting Agreement") onMay 4, 2022 pursuant to which Mr. vonReichbauer will provide certain consulting services to the Company throughSeptember 30, 2022 . In consideration for Mr. vonReichbauer's services as a consultant, all of Mr. vonReichbauer's equity awards outstanding as ofMay 4, 2022 shall continue to vest during the term of the Consulting Agreement. Mr. vonReichbauer's departure from the Company is not as a result of any disagreement with the Company regarding the operations, policies or practices of the Company. A copy of the Consulting Agreement will be filed as an exhibit to the Company's quarterly report on Form 10-Q for the quarter endingJune 30, 2022 , and the foregoing descriptions are subject in all respects to the actual terms of the Consulting Agreement.
Appointment of Mr.
OnApril 28, 2022 , the Company's Board of Directors appointedDanny Abajian as the Company's Chief Financial Officer and Principal Financial Officer effective as ofMay 30, 2022 .Mr. Abajian , age 38, has served as the Company's Senior Vice President, Group Head, Project Finance sinceApril 2020 , the Company's Vice President, Project Finance fromFebruary 2016 toApril 2020 , the Company's Senior Director, Project Finance fromAugust 2013 toFebruary 2016 , and joined the Company as Director, Project Finance inJuly 2010 . FromMay 2008 toJuly 2010 ,Mr. Abajian served as Associate, Energy Structured Finance, atBarclays Capital . FromJuly 2005 toJuly 2008 ,Mr. Abajian served in various roles including Analyst and Associate, Project Finance, atBNP Paribas .Mr. Abajian holds a Bachelor of Science degree fromThe New York University Leonard N. Stern School of Business . Pursuant toMr. Abajian's Employment Agreement,Mr. Abajian will receive an annual base salary of$435,000.00 and will be eligible for a target bonus that is 75% of his base salary.Mr. Abajian will also be granted (i) an equity award of time-based vesting restricted stock units in respect of shares of common stock of the Company ("Common Stock") with a target value of$1,500,000.00 (the "RSU Award"), (ii) an award of performance-based vesting restricted stock units in respect of shares of Common Stock with a target value of$1,500,000.00 (the "PSU Award") and (iii) an option to purchase shares of Common Stock with a target value of$1,500,000.00 (the "Option Award"). Twenty-five percent of the shares of common stock covered by the RSU Award shall vest on the one-year anniversary ofJune 6, 2022 ("Vesting Commencement Date") and the remaining shares of common stock covered by each such award shall vest in equal quarterly installments thereafter through the fourth anniversary of the Vesting Commencement Date, subject toMr. Abajian remaining an employee of the Company. The PSU award will be a multi-year award tied to Company performance targets. Twenty-five percent of the shares subject to the Option Award shall vest on the first anniversary of Vesting Commencement Date and 1/48th of the shares subject to the Option Award shall vest in equal monthly installments thereafter until all shares are vested on the fourth anniversary of Vesting Commencement Date, subject toMr. Abajian remaining an employee of the Company.Mr. Abajian shall be eligible to participate in the Company's Key Employee Change in Control Severance Plan.Mr. Abajian's employment is at-will. There are no arrangements or understandings betweenMr. Abajian and any other persons pursuant to whichMr. Abajian was appointed as Chief Financial Officer of the Company, effectiveMay 30, 2022 . There are also no family relationships betweenMr. Abajian and any director or executive officer of the Company and she has no direct or indirect interest in any transaction or proposed transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K. The foregoing is a summary only and does not purport to be a complete description of all of the terms, provisions and agreements contained inMr. Abajian's Employment Agreement, and is subject to and qualified in its entirety by reference to the complete text ofMr. Abajian's Employment Agreement, a copy of which is filed as exhibit 10.1 hereto.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description 10.1 Employment Agreement by and betweenDanny Abajian
and
28, 2022. 99.1 Press release issued by Sunrun Inc. dated May 4 , 202 2 . 104 Cover Page Interactive Data File (embedded within
the inline XRBL document).
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