SEC Filings

SPECTRUM BRANDS HOLDINGS, INC. filed this Form 8-K on 09/14/2018
Entire Document

Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 12, 2018, Spectrum Brands Holdings, Inc. (the “Company”) announced that Nathan E. Fagre and Stacey L. Neu would each step down as executive officers of the Company.  Mr. Fagre has served as the Company’s Senior Vice President, General Counsel and Corporate Secretary since January 2011.  Ms. Neu has acted as the Company’s Senior Vice President of Human Resources since April 2010.  The effective date for Mr. Fagre’s and Ms. Neu’s resignations as executive officers of the Company is October 1, 2018.
On the same date, the Company also announced that Ehsan Zargar would become the Company’s Executive Vice President, General Counsel and Corporate Secretary, effective as of October 1, 2018. Mr. Zargar, age 41, previously served as an in-house lawyer at HRG Group, Inc. (the predecessor to Spectrum Brands Holdings, Inc.) from June of 2011 until July of 2018, the terms of such separation were described in the Company’s prior filings with SEC. In that capacity he served as Executive Vice President and Chief Operating Officer of HRG Group, Inc. since January 2017, as its General Counsel since 2015, and as its Corporate Secretary and Counsel since 2012. Prior to his employment with HRG Group, Inc., Mr. Zargar was an attorney in private practice, most recently with the New York office of Paul, Weiss, Rifkind, Wharton & Garrison LLP.
Employment Agreement with Mr. Zargar
In connection with Mr. Zargar’s appointments, the Company, its subsidiary Spectrum Brands, Inc. (“SBI”) and Mr. Zargar entered into an Employment Agreement (the “Employment Agreement”) dated September 13, 2018. The following is a description of certain material provisions of the Employment Agreement.
The initial term of the Employment Agreement will extend until September 30, 2021, subject to earlier termination (the “Initial Term”), with automatic one year renewals thereafter unless the Employment Agreement is terminated by either party with at least 90 days prior written notice to the other party. The Employment Agreement provides Mr. Zargar with an annual base salary of $400,000 (the “Base Salary”) and he will be eligible to receive a performance-based management incentive plan (“MIP”) bonus for each fiscal year, based on a target of at least 60% of the then-current Base Salary (the “Target Amount”) paid during the applicable fiscal year during the term of the Employment Agreement, provided the Company achieves certain annual performance goals as established by the Board and/or the Compensation Committee of the Board.  If such performance goals are met, the MIP bonus will be payable in cash or stock.  If Mr. Zargar exceeds the performance targets, the bonus will be increased in accordance with the formula approved by the Compensation Committee no later than the close of the first quarter of the year following the applicable fiscal year; provided that the bonus will not exceed 200% of the Target Amount. 
Mr. Zargar will receive equity awards in fiscal 2019, for the performance periods, with the terms and conditions, and in such amounts as determined by the Compensation Committee.  Mr. Zargar will also be eligible for future awards under the Company’s 2011 omnibus equity award plan (the “2011 Plan”) at the discretion of the Compensation Committee and/or Board and will be eligible to participate in future multi-year incentive programs as may be adopted from time to time.
The Employment Agreement also provides Mr. Zargar with certain other compensation and benefits, including the following: (i) four weeks of paid vacation for each full year; (ii) eligibility