Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.
(b) On October 4, 2018, MGM Resorts International, a Delaware corporation (the “Company”), announced that Robert Baldwin will be stepping down as Chief Customer Development Officer of the Company. In addition, on October 10, 2018, he resigned as a member the Company’s Board of Directors (the “Board”) effective as of October 10, 2018 and Mr. Baldwin’s termination of employment will be effective as of December 11, 2018 (the “Separation Date”).
(e) On October 10, 2018, Mr. Baldwin and the Company entered into a Separation Agreement and Complete Release of Claims (the “Separation Agreement”) in connection with Mr. Baldwin’s termination of employment by the Company as a result of the Company’s elimination of his position of Chief Customer Development Officer.
Pursuant to Mr. Baldwin’s employment agreement with the Company dated as of December 13, 2014 (the “Employment Agreement”) and the terms of the the Separation Agreement, Mr. Baldwin will receive (i) a severance payment of $3,000,000, payable in twelve equal monthly installments and (ii) aone-timelump-sum payment equal to $34,463.52 to cover the cost of Mr. Baldwin’s COBRA coverage. Pursuant the terms of his outstanding equity compensation awards, Mr. Baldwin will receive an additional twelve months of credit following the Separation Date for purposes of any remaining service-based vesting under his outstanding equity compensation awards. The equity awards will remain subject to any company performance vesting conditions under the terms of the awards.
Mr. Baldwin will be subject to anon-solicitation covenant with respect to business contacts for a period of 12 months following the Separation Date, and anon-solicitation covenant with respect to employees for a period of18-months following the Separation Date.
Following the Separation Date, Mr. Baldwin will continue to provide consulting services to the Company, as described in the Separation Agreement, through December 31, 2019. Mr. Baldwin will be paid a total fee of $1,750,000 for his consulting services. If the Company terminates Mr. Baldwin’s consulting relationship for “cause” or Mr. Baldwin terminates the consulting relationship voluntarily or by reason of death or disability, the Company’s obligations to pay the consulting fee ceases.
The foregoing summary of the Separation Agreement is qualified by reference to the Separation Agreement, which is filed herewith as Exhibit 10.1 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) Exhibits:
