GWG Holdings, Inc. (NASDAQ:GWGH) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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GWG Holdings, Inc. (NASDAQ:GWGH) 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

On April 15, 2019, Jon R. Sabes, the Companys Chief Executive Officer and a director, and Steven F. Sabes, a director of the Company, entered into a Purchase and Contribution Agreement (the Purchase Agreement) with, among others, The Beneficient Company Group, L.P., a Delaware limited partnership (Beneficient). to the Purchase Agreement, Messrs. Jon and Steven Sabes have agreed to sell and transfer all of the shares of the Companys common stock held directly and indirectly by them and their immediate family members (approximately 12% of the Companys outstanding common stock in the aggregate). A description of the Purchase Agreement was disclosed in the Companys Current Report on Form 8-K previously filed with the Securities and Exchange Commission of April 16, 2019.

As contemplated by the Purchase Agreement, the Company entered into performance share unit agreements (each a PSU Agreement) with certain employees of the Company to which such employees will receive a bonus under certain terms and conditions, including, among others, that such employees remain employed by the Company or one of its subsidiaries (or, if no longer employed, such employment was terminated by the Company other than for cause, as such term is defined in the PSU Agreement) for a period of 120 days following the closing of the transactions contemplated by the Purchase Agreement. The Companys PSU Agreement with Bill Acheson, the Companys Chief Financial Officer, was entered into on April 22, 2019 and provides for a target award grant of 125,000 performance share units, which equates to a retention bonus amount of $1,500,000.

The description of the form of PSU Agreement set forth in this Item 5.02 is not complete and is qualified in its entirety by reference to the full text of the form of PSU Agreement which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

(d) Exhibits.

10.1 Form of PSU Agreement (incorporated by reference to Exhibit 10.1 to Current Report on Form 8-K filed by the Company on April 16, 2019).

About GWG Holdings, Inc. (NASDAQ:GWGH)

GWG Holdings, Inc. is a specialty finance company. The Company is a financial purchaser of life insurance assets in the secondary market. The Company creates opportunities for consumers owning life insurance to obtain value for their policies as compared to the traditional options offered by insurance companies. The Company also creates opportunities for investors to participate in alternative asset classes, such as life insurance, not correlated to traditional financial markets. The Company conducts its life insurance related business through its subsidiary, GWG Life, LLC. It generally purchases life insurance assets directly from policy owners having purchased their life insurance in the primary market. Its operational platform offers various options to customers based on the market value of their life insurance, including selling the entire policy benefit for cash, or selling a portion of the policy benefit and retaining a portion of the benefit with no future premium obligation.