Greenlight Capital Re, Ltd. (the “Registrant”) and Greenlight Reinsurance, Ltd., a wholly owned subsidiary of the Registrant (“Greenlight Reinsurance, Ltd., together with the Registrant, the “Employer”), entered into a Bonus Agreement with Simon Burton, the Chief Executive Officer of the Employer, dated as of September 22, 2019 (the “Bonus Agreement”). and subject to the terms and conditions of the Bonus Agreement, Mr. Burton is eligible to receive a cash bonus in the aggregate amount of US$2,500,000 (the “Cash Bonus”) and was awarded 236,295 restricted Shares (as defined in the Greenlight Capital Re, Ltd. Amended and Restated 2004 Stock Incentive Plan (as it may be amended from time to time, the “Plan”)) to a restricted stock award agreement (the “Restricted Stock Award Agreement”).

Mr. Burton’s eligibility to receive the Cash Bonus and for the restricted Shares to vest is subject to, among other things, the Transaction Fee (as defined in that certain letter agreement by and between Credit Suisse (USA) LLC and the Registrant, dated as of May 28, 2019, as it may be amended from time to time) becoming due and payable, Mr. Burton’s continuous employment until the date on which the Transaction Fee is paid (the “Fee Date”), Mr. Burton signing and agreeing to be bound by a general release of claims and compliance by Mr. Burton with any and all confidentiality, non-competition, non-solicitation, non-disparagement and assignment of inventions provisions by which Mr. Burton may be bound through the Payment Date (as defined in the Bonus Agreement) and the Vesting Time (as defined in the Restricted Stock Award Agreement). If all conditions are satisfied, the Cash Bonus will be paid in a lump sum cash payment on the sixtieth (60th) day following the Fee Date and the restricted Shares will vest at the Vesting Time. If the Employer terminates Mr. Burton’s Employment without Cause (other than due to death or Disability (each, as defined in the Bonus Agreement and the Plan, respectively) but including the Employer’s election not to renew the then current term of Mr. Burton’s employment agreement) prior to the Fee Date and all other conditions are otherwise satisfied, Mr. Burton will be entitled to receive the Cash Bonus as of the Payment Date and the restricted Shares will vest at the Vesting Time. If the Fee Date does not occur on or prior to December 15, 2020, the Bonus Agreement will automatically terminate and the unvested restricted Shares will be automatically repurchased for par value and cancelled by the Registrant.

The foregoing summaries of the Bonus Agreement and Restricted Stock Award Agreement do not purport to be complete and are qualified in their entirety by reference to the Bonus Agreement and Restricted Stock Award Agreement. Copies of the Bonus Agreement and Restricted Stock Award Agreement are attached hereto as Exhibits 10.1 and 10.2, respectively, and are incorporated herein by reference.

In addition, on September 22, 2019, the Registrant adopted a bonus plan (the “Bonus Plan”) that provides for a US$1,000,000 cash pool from which awards may be granted. All employees of the Registrant and its subsidiaries, other than Mr. Burton, are eligible to participate in the Bonus Plan. The participants and the bonuses awarded under the Bonus Plan, if any, will be proposed by the Chief Executive Officer and determined by the Compensation Committee of the Board of Directors of the Registrant. The terms and conditions of the Bonus Plan are substantially similar to the terms and conditions of the Bonus Agreement as to conditions to payment, payment timing and termination. As of the date hereof, no participants have been designated and no awards under the Bonus Plan have been granted.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

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10.1 Bonus Agreement, dated as of September 22, 2019, by and among Greenlight Capital Re, Ltd., Greenlight Reinsurance, Ltd. and Simon Burton.

10.2 Restricted Stock Award Agreement, effective as of September 22, 2019 by and between Greenlight Capital Re, Ltd. and Simon Burton. >

GREENLIGHT CAPITAL RE, LTD. Exhibit
EX-10.1 2 a101burtonbonusagreement.htm EXHIBIT 10.1 Exhibit EXECUTION VERSIONBONUS AGREEMENTThis Bonus Agreement (this “Agreement”),…
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About GREENLIGHT CAPITAL RE, LTD. (NASDAQ:GLRE)

Greenlight Capital Re, Ltd. is a property and casualty reinsurance holding company. The Company operates through property and casualty reinsurance segment. Its underwriting operations are classified into two categories: frequency business, which is characterized as contracts containing a number of small losses emanating from multiple events, and severity business, which is characterized as contracts with the potential for losses emanating from one event or multiple events. The Company’s property line of insurance provides protection for aviation, commercial, energy, motor physical damage and personal. It offers casualty insurance products for general, marine, motor and professional liabilities. The Company’s specialty insurance products are offered for financial, health and worker’s compensation. Its subsidiaries include Greenlight Reinsurance, Ltd, (Greenlight Re), Greenlight Reinsurance Ireland, Ltd. (GRIL) and Verdant Holding Company, Ltd. (Verdant).