EVINE Live Inc. (NASDAQ:EVLV) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02.
On April 10, 2018, we appointed Diana Purcel to serve as our new Chief Financial Officer, effective as of April 16, 2018. Most recently, Ms. Purcel was the Chief Financial Officer of Cooper’s Hawk Winery & Restaurants, a privately-held/private equity-sponsored restaurant concept based in Chicago, Illinois, from September 2014 to June 2017. Prior to joining Cooper’s Hawk, Ms. Purcel served as the Chief Financial Officer of Famous Dave’s of America, Inc., a publicly-held restaurant company and franchisor based in Minnetonka, Minnesota, from November 2003 to July 2014. Prior to that, she was the Chief Financial Officer of Paper Warehouse, Inc., a publicly held party-goods retailer and franchisor, from 1998 to 2003.
In connection with her employment, Ms. Purcel: (i) will receive an annual base salary of $350,000, (ii) will be eligible for annual cash discretionary bonuses targeted at 60% of her annual salary with a maximum annual cash discretionary bonus equal to 120% of her annual salary, (iii) will receive sign-on equity incentive awards consisting of options to purchase 50,000 shares of common stock and 50,000 restricted stock units, all of which vest over a three-year period beginning on April 16, 2018, and (iv) will be eligible to receive equity incentive awards in 2019 with a grant date fair market value equal to 85% of her base salary consisting of stock options and performance stock units. This is a summary of Ms. Purcel’s offer letter, a copy of which is filed as Exhibit 10.3 hereto and incorporated by reference in Item 5.02 of this Current Report on Form 8-K.
On April 11, 2018, we entered into a Transition and Separation Agreement with Timothy A. Peterman, our Executive Vice President, Chief Operating Officer and Chief Financial Officer, whereby his position as Chief Financial Officer will terminate effective April 16, 2018 and he will serve as a non-officer employee until June 1, 2018. to our Executives’ Severance Benefit Plan, Mr. Peterman will receive severance in the amount of 1.25 times his annualized base salary paid in a lump sum within 30 days of his separation from service from our company. We will also continue to pay the company portion of his health, dental and life insurance benefits for 15 months. This is a summary of the Executives’ Severance Benefit Plan and Transition and Separation Agreement, copies of which are filed as Exhibits 10.1 and 10.2 hereto and incorporated by reference in Item 5.02 of this Current Report on Form 8-K.
A copy of the press release announcing Ms. Purcel’s appointment is furnished as Exhibit 99.1 to this report.
| Item 9.01. | Financial Statements and Exhibits. |
The following exhibits are being filed with this Current Report on Form 8-K.
|
Exhibit No. |
Description |
| 10.1 | Executives’ Severance Benefit Plan, dated July 25, 2016 (incorporate by reference to the Registrant's Current Report on Form 8-K, filed on July 27, 2016, File No. 001-37495) |
| 10.2 |
Transition and Separation Agreement, dated April 11, 2018, by and between the Registrant and Timothy J. Peterman |
| 10.3 | Employment Offer Letter, dated April 11, 2018, by and between the Registrant and Diana Purcel |
| 99.1 | Press Release, dated April 11, 2018 |
EVINE Live Inc. ExhibitEX-10.2 2 tv490830_ex10-2.htm EXHIBIT 10.2 Exhibit 10.2 CONFIDENTIAL TRANSITION AND SEPARATION AGREEMENT This Transition and Separation Agreement (“Agreement”) is entered into by and between Timothy Peterman (“Employee”) and Evine Live Inc. (“Evine”),…To view the full exhibit click here
About EVINE Live Inc. (NASDAQ:EVLV)
EVINE Live Inc. is a digital commerce company. The Company operates through the digital commerce retailing segment. The Company offers a mix of brands directly to consumers in an engaging and informative shopping experience through television (TV), online and mobile devices. It operates an around the clock television shopping network, EVINE Live, which is distributed primarily on cable and satellite systems, through which the Company offers brand products in the categories of jewelry and watches, home and consumer electronics, beauty, and fashion and accessories. In addition, it offers a collection of men’s and women’s watches from classic to modern designs. It features home decor, bed and bath textiles, cookware, kitchen electrics, mattresses, tabletop accessories and home furnishings. Its beauty assortment features a range of skincare, cosmetics, hair care, and bath and body products. It also offers a range of apparel, outerwear, intimates, handbags, accessories and footwear.