Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e) Compensatory Arrangements of Certain Officers
Amended and Restated Employment Agreements
On
The A&R Employment Agreements amend and restate each Executive's prior
employment agreement with the Company. The A&R Employment Agreements provide for
an initial annualized base salary of
Pursuant to the terms of the A&R Employment Agreements, each Executive's employment is at will and may be terminated at any time by us or the Executive. If the Executives' employment is terminated by us without cause or by the Executive for good reason, then the terminated Executive would be eligible to receive severance benefits. The length of severance benefits that Executive would receive depends on (i) when his employment is terminated and (ii) whether or not he is terminated in connection with a change in control.
If
• payment of his then-current base salary in accordance with normal payroll procedures for the applicable severance period; and • payment or reimbursement of continued health coverage for the Executive and his dependents under COBRA for the applicable severance period.
If the Executive's employment is terminated by the Company without Cause or if the Executive resigns with Good Reason, in either case within 12 months following or 1 month prior to the effective date of a Change in Control, then the Executive would be entitled to the following severance benefits, less applicable tax withholding:
• payment of his then-current base salary in accordance with normal payroll procedures for 12 months; • payment of a cash severance benefit equal to the Executive's annual bonus at the target percentage for the year in which the termination occurs; • payment or reimbursement of continued health coverage for the Executive and his dependents under COBRA for 12 months; and • all equity awards owned by the Executive will automatically vest.
The foregoing description of the A&R Employment Agreements are not complete and
is qualified in its entirety by reference to the A&R Employment Agreements,
which will be filed as an exhibit to the Company's Annual Report on Form 10-K
for the year ending
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