HOUSTON WIRE Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02.
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On March 24, 2017, Houston Wire Cable Company (the Company)
entered into an Amended and Restated Executive Employment
Agreement (the Amended Agreement) with its Chief Executive
Officer, James L. Pokluda III. The Amended Agreement amends and
restates the Executive Employment Agreement, dated as of January
1, 2015, as amended as of June 3, 2016, between the Company and
Mr. Pokluda. The Amended Agreement:
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extends the current term of employment through December 31, 2018, with automatic one-year extensions thereafter, subject to either party giving 12 months prior written notice of non-extension; |
| increases Mr. Pokludas base salary to $500,000 per year; |
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revises Mr. Pokludas annual incentive program to provide a target cash bonus opportunity equal to 80% of his base salary and a maximum bonus opportunity equal to 120% of his base salary, based on achievement of performance goals to be agreed by the Compensation Committee and Mr. Pokluda; |
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provides for immediate vesting of unvested restricted stock and performance stock unit awards outstanding as of the date of the Amended Agreement in the event of termination of employment by the Company without Cause, by Mr. Pokluda for Good Reason or due to death or disability; and |
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revises the definition of Good Reason to clarify what represents a material reduction in responsibilities. |
Except as described above, the material terms of the Amended
Agreement are unchanged from the existing employment agreement.
Those terms provide that, in addition to receiving the base
salary and annual cash bonus opportunity referred to above, Mr.
Pokluda continues to be entitled to participate in the Companys
Stock Plan and to receive all benefits generally available to the
Companys other executive employees. If the Company terminates Mr.
Pokludas employment without Cause, or if Mr. Pokluda terminates
his employment for Good Reason, Mr. Pokluda will be entitled to
severance equal to two years base salary plus bonus (based on the
prior years payout), as well as the accelerated vesting referred
to above and continued health coverage for 36 months, with the
first 18 months at active employee premium rates. The Amended
Agreement limits Mr. Pokludas ability to compete with the Company
for a period of one year following the termination of his
employment for any reason or two years if he is receiving
severance benefits.
| Item 9.01. | Financial Statements and Exhibits. |
(d)Exhibits
| Exhibit Number |
Description |
|
| 10.1 |
Amended and Restated Executive Employment Agreement dated as of March 24, 2017, effective as of January 1, 2017, between Houston Wire Cable Company and James L. Pokluda |
About HOUSTON WIRE & CABLE COMPANY (NASDAQ:HWCC)
Houston Wire & Cable Company is a holding company. The Company is engaged in provision of electrical and mechanical wire and cable, hardware and related services. It operates through sales of wire and cable, hardware and related services segment in the United States market. Its cable management program includes purchasing and storing inventory for product availability. The Company offers products in categories of wire and cable, including continuous and interlocked armor cable; control and power cable; electronic wire and cable; flexible and portable cord; instrumentation and thermocouple cable; lead and high temperature cable; medium voltage cable; premise and category wire and cable; primary and secondary aluminum distribution cable, and synthetic fiber rope slings, chain, shackles, and other related hardware. The Company also offers private branded products, including its brand LifeGuard, a low smoke zero halogen (LSZH) cable. Its products are used in repair and replacement work. HOUSTON WIRE & CABLE COMPANY (NASDAQ:HWCC) Recent Trading Information
HOUSTON WIRE & CABLE COMPANY (NASDAQ:HWCC) closed its last trading session up +0.20 at 6.95 with 13,715 shares trading hands.
