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https://marketexclusive.com/mattel-inc-nasdaqmat-files-an-8-k-departure-of-directors-or-certain-officers-election-of-directors-appointment-of-certain-officers-compensatory-arrangements-of-certain-officers-7/2018/04/
In connection with his appointment as CEO, the Company entered into an offer letter with Mr.Kreizon April19, 2018 (the “Offer Letter”), which provides for the following: (i)an annual base salary of $1,500,000; (ii) a target annual cash incentive opportunity under the Mattel Incentive Plan (“MIP”) of 150% of base salary, up to a maximum of 300% of base salary (provided that Mr.Kreiz’s 2018 MIP award will be prorated based on the number of days between April26, 2018 and December31, 2018 relative to the performance period); and (iii)a grant of a number stock options, as part of a new-hire grant, equal to $5,000,000 divided by a Black-Scholes value determined using the average of the closing trading prices of the Company’s common stock over the 20 consecutive trading days immediately prior to the grant date of April30, 2018. The new-hire stock option will vest in full on April26, 2021 subject to the Company achieving a relative total shareholder return over such period that is equal to or greater than the 65th percentile, as compared to the S (ii)an amount representing an annual incentive payout under the MIP based on actual performance, and prorated based on the number of months that he is employed during the performance period; (iii)payment of a monthly amount equivalent to the then current COBRA premium for up to one year; (iv)accelerated vesting of all unvested stock options and extended exercise periods of up to three years following the termination date; (v)accelerated pro-rata vesting of unvested time-vesting RSUs, based on the number of months that he is employed during the vesting period; and (vi)outplacement services for up to two years not to exceed $50,000. In the event of termination of Mr.Kreiz’s employment by the Company without cause or a resignation for good reason, in either case, on or within the two-year period following a change of control of the Company, he will be provided with: (i)a lump-sum severance payment equal to two times the sum of his annual base salary and target bonus opportunity for the year in which the termination of employment occurs; (ii)an amount representing an annual incentive payout under the MIP based on his target annual incentive opportunity for the year in which the termination of employment occurs, and prorated based on the number of months that he is employed during the performance period; (iii)accelerated vesting of all unvested stock options and extended exercise periods of up to three years following the termination date, and accelerated vesting of all unvested time-vesting RSUs; (iv)payment of a monthly amount equivalent to the then current COBRA premium for up to two years; and (v)outplacement services for up to two years not to exceed $50,000.
The payments and benefits under the Severance Plan are conditioned on Mr.Kreiz’s-xecution of a general release agreement with the Company and, in certain circumstances, compliance with post-employment covenants to (i)protect the Company’s confidential information; (ii)not accept employment with or provide services to a competitor or solicit the Company’s employees for one year after the termination date; and (iii)not disparage or otherwise impair the Company’s reputation or goodwill or the commercial interests of the Company or any of the Company’s affiliated entities or its officers, directors, employees, stockholders, agents or products.