|SPECTRUM BRANDS HOLDINGS, INC. filed this Form 8-K on 09/14/2018|
Mr. Zargar also is subject to non-solicitation restrictions with respect to Company customers and employees for 18 months following the termination of his employment. Further, Mr. Zargar is subject to confidentiality provisions protecting the Company’s confidential business information from unauthorized disclosure.
Other than as described herein, Mr. Zargar was not selected as an executive officer pursuant to any arrangement or understanding between him and any other person. There are no family relationships between Mr. Zargar and any of the Company’s other directors or executive officers. Since the beginning of the Company’s last fiscal year, other than Mr. Zargar’s prior employment with and separation from the Company as discussed above, there has been any transaction or any proposed transaction, in which the Company was or is to be a participant and in which Mr. Zargar or any of his immediate family members had or will have a direct or indirect material interest, in each case that is required to be disclosed under Item 404(a) of Regulation S-K.
The foregoing description of the Employment Agreement is a summary and is qualified in its entirety by reference to the Employment Agreement, a copy of which will be filed with the Company’s Annual Report on Form 10-K for the fiscal year ending September 30, 2018.
Agreements with Mr. Fagre and Ms. Neu
In connection with the departures of Mr. Fagre and Ms. Neu, the Company, SBI and each of Mr. Fagre and Ms. Neu (each an “Executive,” and together the “Executives”) entered into an Agreement (each an “Separation Agreement,” and together the “Separation Agreements”) with the Company on September 13, 2018. Under the terms of the Separation Agreements, the Executives will receive the following separation payments: (i) $375,000 for Mr. Fagre and $275,000 for Ms. Neu, which is equal to their respective annual base salaries, payable over a period of 52 weeks after their respective separation dates; (ii) a severance bonus of $225,000 and $165,000, respectively, equal to the bonus which would have been payable to the Executive assuming 100% attainment of their specified performance goals for the year, in a single cash payment; (iii) additional severance of $500,000 and $300,000, respectively, payable in cash or Company stock (or a combination thereof), at the Company’s option, (iv) for a period of 12 months following the separation, continuation medical, dental, vision and prescription drug benefits; (v) the use of the Executive’s Company-subsidized leased vehicle for 12 months post-separation, and, after such period, the entitlement to purchase such Company-subsidized leased vehicle; and (vi) any earned but unpaid base salary and other accrued benefits, to the extent vested, under all employee benefit plans in which the Executive participated (except for any plan that provides for bonus, performance incentive, severance, separation pay or termination benefits). Additionally, Mr. Fagre will (i) receive a stipend, in accordance with Company policies, for preparation of his 2018 taxes, and (ii) provide the Company transition services as an at will employee at a salary of $10,000 per month from October 1, 2018 through December 31, 2018, which date shall be deemed Mr. Fagre’s separation date. Ms. Neu’s separation date will be October 1, 2018 and Mr. Fagre separation date is expected to by December 31, 2018.
In addition, the Executives each acknowledged certain previously received certain performance-based and retention equity awards (collectively, the “Awards”) pursuant to the 2011 Plan and that the Awards will vest and be settled, if at all, solely in accordance with the terms and conditions of each applicable award agreement and the related plan, which are summarized below: