Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.
(b) On February 21, 2019, MGM Resorts International, a Delaware corporation (the “Company”), announced that Daniel J. D’Arrigo has chosen to take advantage of the voluntary resignation program offered as part of MGM 2020 and will be resigning as Executive Vice President, Chief Financial Officer and Treasurer of the Company, effective March 1, 2019, but will remain in an advisory role until March 22, 2019 (the “Separation Date”).
(c) On February 21, 2019, the Company announced that Corey Sanders has been appointed Chief Financial Officer of the Company and Bill Hornbuckle has been appointed President and Chief Operating Officer on February 18, 2019, each effective March 1, 2019. Previously, Mr. Sanders, age 55, served as Chief Operating Officer of the Company since 2010 and Mr. Hornbuckle, age 61, served as President since 2012. Messrs. Hornbuckle and Sanders have no family relationships with any of our directors or executive officers and there are no transactions in which Messrs. Hornbuckle and Sanders have an interest in that would require disclosure under Item 404(a) of RegulationS-K. The employment agreements with Messrs. Hornbuckle and Sanders, each effective as of November 15, 2016, and filed with the Securities and Exchange Commission on December 7, 2016, are incorporated herein by reference.
(e) On February 21, 2019, Mr. D’Arrigo and the Company entered into a Separation Agreement and Complete Release of Claims (the “Separation Agreement”) in connection with Mr. D’Arrigo’s termination of employment.
Pursuant to the terms of the the Separation Agreement, Mr. D’Arrigo will receive a severance payment of $3,317,861.28, representing 1.5 times the sum of (i) his annual base salary, (ii) twelve months of COBRA and (iii) his 2019 target bonus. All of Mr. D’Arrigo’s outstanding equity awards will continue to vest in accordance with their terms. Any equity awards with a performance condition will remain subject to the performance vesting conditions under the terms of such awards.
Mr. D’Arrigo will be subject to certain restrictive covenants, including anon-solicitation covenant with respect to business contacts and employees for a period of 12 months following the Separation Date.
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. In addition, the press release issued by the Company on February 21, 2019, announcing the matters described above, is filed herewith as Exhibit 99.1, and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) Exhibits:
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