LEAF GROUP LTD. (NYSE:LFGR) 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 Director or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November28, 2017, the Board of Directors of (the “Board”) Leaf Group Ltd. (the “Company”) appointed Jantoon Reigersman to serve as Chief Financial Officer of the Company, effective upon his commencement of employment, which is expected to occur on December11, 2017. Mr.Reigersman will serve as the Company’s principal financial officer when he joins the Company.
Mr.Reigersman, 36, previously served as the Chief Financial Officer of Ogin Inc., a disruptive wind technology company backed by Kleiner Perkins Caufield& Byers and Goldman Sachs, from 2013 to 2017, and served as Vice President& Chief of Staff to Ogin Inc.’s chief executive officer from 2010 to 2013. From 2007 to 2009, Mr.Reigersman worked as an investment banking associate at Goldman Sachs in the fixed income division within its European special situations group. Mr.Reigersman started his career as an investment banking analyst at Morgan Stanley on the mergers and acquisitions team in London. Mr.Reigersman earned his Bachelor of Science and Master of Science degrees in International Business Administration from Erasmus University/Rotterdam School of Management, and earned a Masters degree in International Management by CEMS at HEC Paris, Rotterdam School of Management. Mr.Reigersman is also an alumnus of Harvard Business School’s General Management Program.
Employment Agreement
On November28, 2017, the Company entered into an Employment Agreement with Jantoon Reigersman (the “Employment Agreement”). The Employment Agreement is effective as of December11, 2017 and expires on December10, 2021, unless earlier terminated.
The Employment Agreement provides for an annual base salary of $350,000, subject to increase at the discretion of the Compensation Committee of the Board (the “Compensation Committee”). The Employment Agreement also provides an opportunity for Mr.Reigersman to earn an annual discretionary cash performance bonus targeted at 50% of his base salary in effect for any calendar year, based on the attainment of Company-based and personal operating and financial metrics established by the Board or Compensation Committee. Mr.Reigersman is also entitled to participate in customary health, welfare and fringe benefit plans.
Upon commencement of his employment or shortly thereafter, Mr.Reigersman will be granted 175,000 restricted stock units (“RSUs”), which will vest over four years with 25% of the RSUs vesting on December15, 2018 and an additional 1/48thof the RSUs vesting on each monthly anniversary of December15, 2018 thereafter, subject to Mr.Reigersman’s continued employment through the applicable vesting date. In addition, during the employment period set forth in the Employment Agreement and at the Company’s discretion, Mr.Reigersman will be eligible to receive periodic equity-based incentive awards from the Company.
If Mr.Reigersman’s employment is terminated by the Company without “cause,” or by Mr.Reigersman for “good reason” in connection with a “change in control,” or as a result of Mr.Reigersman’s. death or “disability” (each, as defined in the Employment Agreement), then, in addition to accrued amounts, Mr.Reigersman will be entitled to receive the following benefits:
· Company-paid healthcare continuation coverage for Mr.Reigersman and his dependents for up to six months after the date of termination; and