CORELOGIC, INC. (NYSE:CLGX) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
filed with the Securities and Exchange Commission (the SEC) on
March 6, 2017 and March 17, 2017, Frank Martell was appointed
President and Chief Executive Officer of CoreLogic, Inc. (the
Company) effective as of March 6, 2017. In connection with his
promotion, on March 14, 2017, the Compensation Committee of the
Board of Directors reviewed and approved an increase in
compensation for Mr. Martell, and the Company indicated it would
be entering into a new form of employment agreement and change in
control agreement with Mr. Martell.
Employment Agreement with Mr. Martell, effective as of March 6,
2017 (the Employment Agreement), that supersedes and replaces the
existing employment agreement between Mr. Martell and the Company
and sets forth the terms of his compensation. The Employment
Agreement is filed herewith as Exhibit 10.1. The following
summary of the Employment Agreement is qualified in its entirety
by the Employment Agreement, which is incorporated herein by
reference.
December 31, 2018, with the term automatically renewing annually
thereafter for an additional one year term unless either party
provides at least sixty days advance notice of non-renewal.
Effective March 6, 2017, Mr. Martells base salary for 2017 will be
$725,000 and his target annual incentive bonus opportunity will be
125% of his base salary. Mr. Martell will also receive a target
long term incentive award in 2017 equal to 450% of his base salary.
Mr. Martell will continue to be eligible to participate in the
Companys employee benefit plans and paid time off policy. Mr.
Martell is subject to a confidentiality agreement and twenty-four
month post-termination non-competition covenant.
without Cause or by him for Good Reason not in connection with or
following a Change in Control (as such terms are defined in the
Employment Agreement), he will be entitled to receive, subject to
providing a release of claims and abiding by the restrictive
covenants set forth in the Employment Agreement, (i) an amount
equal to two times the sum of his then annual base salary and
target annual incentive bonus, payable in twenty-four equal monthly
installments, (ii) reimbursement for COBRA premiums for up to
twenty-four months, (iii) payment of any annual incentive bonus
earned for the fiscal year prior to the termination of his
employment (but not previously paid), and (iv) payment of a
pro-rated annual incentive bonus for the fiscal year of termination
based on actual performance.
new Change in Control Agreement effective as of March 6, 2017 (the
CIC Agreement) that is substantially consistent with the Company’s
form of Change in Control Agreement filed with, and the material
terms described in, the Company’s Current Report on Form 8-K filed
with the SEC on June 14, 2010, which is incorporated herein by
reference. In connection with his promotion, the Applicable
Multiple (as such term is defined in the CIC Agreement) of Mr.
Martell’s base salary and target annual incentive bonus payable in
a change in control is three times, and he will be eligible to
receive reimbursement for COBRA premiums for up to thirty-six
months in connection with a Termination (as such term is defined in
the CIC Agreement). The CIC Agreement supersedes and replaces the
existing change in control agreement between Mr. Martell and the
Company.
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Exhibit
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Description
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10.1
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Employment Agreement , effective as of March 6, 2017,
between CoreLogic, Inc. and Frank Martell. |
About CORELOGIC, INC. (NYSE:CLGX)
CoreLogic, Inc. is a provider of property information, analytics and data-enabled services. The Company provides detailed coverage of property, mortgages and other encumbrances, property risk and replacement cost, consumer credit, tenancy, location, hazard risk and related performance information. It operates through two segments: Property Intelligence and Risk Management and Work Flow. Its Property Intelligence segment and Risk Management and Work Flow segment owns or licenses real property, mortgage and consumer information, which includes loan information, property sales and characteristic information, natural hazard data, geospatial data, parcel maps and mortgage-backed securities information. Its valuation solutions provide a range of real estate valuation service. Its credit and screening solutions has access to consumer and business databases, which enables them to provide credit and income verification services to the mortgage, automotive and multifamily housing industries. CORELOGIC, INC. (NYSE:CLGX) Recent Trading Information
CORELOGIC, INC. (NYSE:CLGX) closed its last trading session up +0.84 at 42.04 with 591,896 shares trading hands.