If Mr. Schachtel’s employment terminates due to his death or “disability” (as defined by the Employment Agreement), Mr. Schachtel, his designated beneficiary or his estate, as applicable, will be entitled to receive: (i) accrued but unpaid salary prior to his death or disability; (ii) reimbursement of expenses incurred prior to his death or disability; and (iii) the pro-rata portion of any bonus for the year in which his death or termination due to disability occurs, to the extent earned, plus, if his death or termination due to disability occurs after year-end but before the bonus for the preceding year is paid, the bonus for the preceding year. In addition, in the event Mr. Schachtel’s employment is terminated due to disability, he is entitled to payment of (i) an amount equal to his salary in effect on the termination date, payable over a period of 12 months following his termination date, (ii) an amount equal to his average bonus determined as of his termination date, payable over a period of 12 months following his termination date, (iii) reimbursement of COBRA premiums for continuation coverage under the Company’s group medical plan for 12 months following his termination date, so long as he is not entitled to obtain insurance from a subsequent employer, and (iv) reasonable outplacement service expenses for 12 months following his termination date, which shall not exceed $25,000, with the foregoing amounts reduced by the amounts payable under any disability insurance, plan, or policy provided and paid for by the Company.
If the Company terminates Mr. Schachtel’s employment with cause or if Mr. Schachtel voluntarily terminates his employment, he is entitled only to accrued but unpaid salary and expense reimbursements through his termination date. In the case of voluntary termination of employment, if termination occurs after year-end but before the bonus for the preceding year is paid, Mr. Schachtel is also entitled to payment of the bonus for the preceding year.
Mr. Schachtel is also subject to customary restrictive covenants, and his entitlement to certain benefits is contingent upon his compliance with such covenants. In addition, Mr. Schachtel is required to comply with any equity retention policy, compensation recovery policy, stock ownership guidelines, or other similar policies maintained by the Company.
The foregoing summary of the Employment Agreement is not complete and is qualified in its entirety by reference to the full text of the Employment Agreement, a copy of which is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Grant of Restricted Stock Award to Interim Chief Financial Officer
On July 1, 2020 (the “Grant Date”), following consultation with its independent compensation consultant, the Compensation Committee granted Michael S. Dymski a restricted stock award (the “Award”) in recognition of Mr. Dymski’s service to the Company as its interim Chief Financial Officer. The Award is subject to the terms of the Company’s 2015 Long-Term Incentive Plan (as amended and restated) (the “2015 Plan”) and a Restricted Stock Award Agreement (the “RSA Agreement”). The number of shares subject to the Award is calculated by dividing $80,000 by the fair market value of the Company’s common stock on the Grant Date. One-third of the shares subject to the Award will vest on each of December 31, 2020, December 31, 2021, and December 31, 2022, subject to Mr. Dymski’s continued employment from the Grant Date through the respective vesting dates, or as otherwise provided in the 2015 Plan or the RSA Agreement, the form of which was previously filed with the Securities and Exchange Commission.
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