other Participants, following the date of termination and, during such period, payment by the Company of the portion, if any, of such medical insurance premiums that the Company pays for active associates each month; and
(vi) accelerated vesting of all unvested stock options, stock appreciation rights, restricted stock, restricted stock units and other equity awards previously granted to the Participant by the Company or its subsidiaries (at target to the extent vesting would be based on the achievement of performance conditions other than continued employment or service) and such stock options and stock appreciation rights shall remain outstanding and exercisable, to the extent vested, until the earlier of (i) the original expiration date of such stock options and stock appreciation rights or (ii) the one-year anniversary of the later of the termination date or the date such stock option or stock appreciation right becomes vested and exercisable.
As a condition to the receipt of any compensation and other benefits under the Severance Agreements, the Participant is required to enter into a confidential waiver and release agreement. Any breach by the Participant of the terms of the Participant’s Non-Compete Agreement will constitute a material breach of the Severance Agreement, resulting in the waiver or forfeiture of all rights to future payments and benefits under the Severance Agreement and the requirement that the Participant reimburse the Company for any compensation and benefits previously received by the Participant under the Severance Agreement.
The term of the Severance Agreements will automatically renew for successive one-year periods unless notice of non-renewal is given at least ninety (90) days prior by either party to the other; provided, however, that the Severance Agreements will be extended automatically during any change in control period.
Also on December 8, 2021, the Company and Christopher N. Thomsen, SVP and Chief Information Officer, agreed that Mr. Thomsen’s employment would end on December 31, 2021 and, subject his execution of a release, he would receive the payments provided for in his severance agreement dated July 26, 2018. The Company has retained a global search firm to conduct a search for his replacement.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Years.
On December 8, 2021, the Board approved an Amendment and Restatement of our Amended and Restated Certificate of Incorporation that changes our legal corporate name from Lumber Liquidators Holdings, Inc. to LL Flooring Holdings, Inc., which will be effective on January 1, 2022. A copy of the Amended and Restated Certificate of Incorporation is filed herewith as Exhibit 3.1 hereto and incorporated herein by reference.
In connection with our name change, the Board approved the amendment and restatement of our Bylaws to reflect the legal corporate name change to LL Flooring Holdings, Inc., also to be effective on January 1, 2022. In addition to the name change, the Amended and Restated Bylaws also removed from the Bylaws the following provisions (which were concurrently added to the Company’s Corporate Governance Guidelines): references to attendance by directors at the annual meeting of shareholders, references to the procedures for opening and closing of the polls at shareholder meetings, provisions regarding the process for reviewing shareholder proposals, limitations on the number of other boards of directors that our directors may serve on and a reference to the Memorandum of Understanding to Settle Federal and State Derivative Actions, dated May 16, 2016, the provisions of which have now expired. A copy of the Amended and Restated Bylaws reflecting these amendments is filed herewith as Exhibit 3.2 hereto and incorporated by reference.
The Company’s common stock will continue to trade on the NYSE under the ticker symbol "LL". Outstanding stock certificates for shares of the Company’s common stock are not affected by the legal name change; they continue to be valid and need not be exchanged.
Item 7.01 Regulation FD Disclosure.
On December 10, 2021, the Company issued a press release announcing the legal corporate name change. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated by reference herein.
