| Item 5.02 | Departure of Directors or Certain Officers, Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(b) On December 14, 2018 Ingredion Incorporated (the “Company”) and Christine M. Castellano, Senior Vice President, General Counsel, Corporate Secretary and Chief Compliance Officer of the Company, entered into a Confidential Separation Agreement and General Release, dated December 14, 2018 (the “Release Agreement”) relating to her resignation from such positions. Her resignation will be effective February 1, 2019.
(e) Pursuant to the Release Agreement and subject to certain conditions contained therein, Ms. Castellano will receive: (1) a payment in the amount of $416,108; (2) a payment representing her cash incentive bonus under the Company’s annual incentive plan in the amount of $120,406; and (3) a payment equal to the value of 1,248 shares of the Company’s stock multiplied by the closing price of the Company’s stock on January 31, 2019. In addition, Ms. Castellano will receive certain additional benefits from the Company, including: the full cost of premium payments for Ms. Castellano’s and her eligible dependents’ continued COBRA coverage for twelve months, the cost of outplacement services up to $8,500, the cost of Ms. Castellano’s 2018 executive annual physical and a payment of up to $10,000 to her attorney for legal fees incurred in connection with the Release Agreement. The Release Agreement also includesnon-competition,non-solicitation, confidentiality and release provisions.
The foregoing summary of the terms of the Release Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Release Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form8-K and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
The following exhibit is being furnished as part of this report:
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