FULL HOUSE RESORTS, INC. (NASDAQ:FLL) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On October 1, 2018, Full House Resorts, Inc. (the "Company") entered into a new employment agreement effective as of September 17, 2018 (the "Employment Agreement") with Elaine L. Guidroz, to which Ms. Guidroz will continue to serve as the Company's Vice President of Human Resources, Secretary, General Counsel and Compliance Officer through September 17, 2021. The Employment Agreement is substantially similar to Ms. Guidroz's prior employment agreement, other than an increase in her annual base salary to $250,000. As with her prior employment agreement, the Employment Agreement provides that:
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In addition to her base salary, Ms. Guidroz has an opportunity to earn an annual discretionary cash performance bonus, based on achievement of individual and Company-based performance criteria established by the Company's board of directors or its compensation committee, in consultation with the chief executive officer, as applicable. |
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Ms. Guidroz is entitled to (i) participate in customary health and employee benefit plans on the same basis as they are available to other senior executives, and (ii) Company-paid life insurance and disability policies each in the amount of $250,000. |
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Upon Ms. Guidroz's termination of employment due to death or disability, all vested and outstanding stock options held by Ms. Guidroz on the termination date may be exercised. The unvested portion of each stock option will terminate. |
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If Ms. Guidroz's employment is terminated by the Company without "Cause" or by Ms. Guidroz for "Good Reason" (each, as defined in the Employment Agreement), then, in addition to accrued amounts, Ms. Guidroz will be entitled to receive the following payments and benefits: |
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cash severance in aggregate amount equal to (i) a pro-rata bonus equal to the average of the cash portion of annual bonuses earned in the immediately preceding two years; and (ii) one (1) year's salary, each payable in installments for one year after the termination date or, if the termination occurs within six months following a change in control, in a lump sum; |
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any unpaid annual bonus to which Ms. Guidroz would have become entitled for the calendar year of Company that ends prior to the calendar year in which the termination date occurs had Ms. Guidroz remained employed through the payment date, payable in a single lump-sum payment on the date on which annual bonuses are paid to Company's senior executives generally for such calendar year, but in no event later than March 15th of the calendar year immediately following the calendar year in which the termination date occurs, with the actual date within such period determined by Company in its sole discretion; and |
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Company-paid healthcare continuation coverage for Ms. Guidroz and her dependents for one (1) year after the termination date, unless covered by comparable insurance by a subsequent employer. |
Ms. Guidroz's right to receive the severance payments and benefits (either in connection with a change in control or outside the change in control context) described above is subject to the delivery of an effective mutual general release of claims. The Employment Agreement also contains confidentiality, non-solicitation and non-competition provisions.
A copy of the Employment Agreement is filed with this Form 8-K and attached hereto as Exhibit 10.1. The foregoing description of the Employment Agreement is qualified in its entirety by reference to the full text of the Employment Agreement, which is incorporated herein by reference.
Item 9.01Financial Statements and Exhibits.
FULL HOUSE RESORTS INC ExhibitEX-10.1 2 ex101guidrozcontract1018.htm EXHIBIT 10.1 Exhibit Exhibit 10.1EMPLOYMENT AGREEMENTTHIS EMPLOYMENT AGREEMENT (the “Agreement”) is made effective as of September 17,…To view the full exhibit click here
About FULL HOUSE RESORTS, INC. (NASDAQ:FLL)
Full House Resorts, Inc. owns, operates, develops, manages, and/or invests in casinos and related hospitality and entertainment facilities. The Company’s casino/resort segments include the Silver Slipper Casino & Hotel in Hancock County, Mississippi; the Rising Star Casino Resort in Rising Sun, Indiana, and the Northern Nevada segment, which consists of the Grand Lodge Casino in Incline Village, Nevada and Stockman’s Casino in Fallon, Nevada. The Company’s Development/Management segment includes costs associated with casino-related development and management projects. The Company has a leased property, Grand Lodge Casino. The Rising Star Casino Resort is located on the banks of the Ohio River in Rising Sun, Indiana. The Silver Slipper Casino & Hotel is situated on the far west end of the Mississippi Gulf Coast in Bay St. Louis, Mississippi. The Grand Lodge Casino is located within Hyatt Regency in Incline Village, Nevada on the north shore of Lake Tahoe.
