Lifetime Brands, Inc. (NASDAQ:LCUT) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item5.02. Departure of Directors or Principal Officers; Election
of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
On January12, 2017, Lifetime Brands, Inc. (the Company) entered
into an Amended and Restated Employment Agreement (the Agreement)
with Jeffrey Siegel, the Chairman of the Board of Directors and
the Companys Chief Executive Officer and Director (the
Executive). Material changes made by the Agreement to the
previous employment agreement with the Executive, dated as of
March12, 2014 (the Second Agreement), are as follows:
| 1. |
The term of the Executives employment has been extended to December31, 2019, and for two additional one-year periods thereafter, unless the Executives employment is earlier terminated or the Company or the Executive gives notice of the intention not to extend the term of the Agreement. |
| 2. |
Effective January1, 2017, the Company shall pay to the Executive a base salary at an annualized rate of $990,000. |
| 3. |
For each year during the term of the Executives employment, the Executive shall receive performance bonuses (a)based on the Companys Adjusted Income Before Income Taxes for such year (the Adjusted IBIT Bonus), and (b)based on the Executive having met certain individual performance goals for such year. In the event the Executives employment is terminated by the Company other than for Cause (as defined in the Agreement), by the Executive for Good Reason (as defined in the Agreement), or due to the Executives death or disability, the Executive is entitled to receive, subject to the terms of the Agreement and in addition to his other termination benefits a prorated portion of the Executives Adjusted IBIT Bonus for the year in which his termination occurs, except that, if the termination occurs after June30, the Executive is entitled to receive the entire Adjusted IBIT Bonus, without proration. |
| 4. | The Company shall grant the Executive: |
(i) 10,000 restricted shares to the Companys Amended and Restated
2000 Long-Term Incentive Plan (the Plan). The restrictions on
3,333 restricted shares shall terminate on each of December31,
2017 and December31, 2018 and the restrictions on 3,334
restricted shares shall terminate on December31, 2019; and
(ii) an option to purchase 75,000 shares of the Companys common
stock to the Plan. The option will be exercisable at the closing
price of the common stock on January12, 2017, and will expire on
the last business day prior to January1, 2027. The option shall
vest as to 25,000 shares on each of December31, 2017, December31,
2018 and December31, 2019.
The restricted shares and option are subject to earlier vesting,
as provided in the Agreement.
| 5. |
In the event the Executives employment is terminated as a result of the expiration of the term of the Agreement, he is entitled to a payment equal to two times the amount of his base salary and two times the average of the sum of his bonuses for the year of termination and the two preceding years. This payment is conditioned upon the Executives execution of a release of claims against the Company and its officers, directors, shareholders and affiliates. |
| 6. |
In any legal action brought by either the Company or the Executive to enforce rights under the Agreement, the prevailing party will be entitled to recover reasonable attorneys fees and costs. |
| 7. |
If, during the term of the Agreement, the Board of Directors of the Company and the Executive mutually agree that he shall be employed in a position other than as the Chairman of the Board and Chief Executive Officer of the Company, the Company and the Executive will negotiate in good faith to enter into an employment agreement setting forth the terms and conditions of his employment in the other position. |
Additional changes included in the Agreement are (i)a
modification of the reimbursement of legal, financial,
professional services and life insurance expenses,
(ii)modification of the Executives right to roll over unused
vacation time, (iii)modification of the definition of Good Reason
for purposes of termination payments under the Agreement,
(iv)modification to the Restricted Period during which the
Executive will be prohibited from competing with the Company or
soliciting the Companys employees or suppliers following the
termination of his employment and (v)amendments relating to the
requirements of the federal Defend Trade Secrets Act of 2016.
The other terms and conditions of the Agreement remain
substantially unchanged from the Second Agreement, including
other amounts payable thereunder, and have been previously
reported on a Current Report on Form 8-K filed by the Company
with the SEC on March18, 2014.
The information provided in this Item 5.02 is qualified in its
entirety by reference to the terms of the Agreement attached
hereto as Exhibit 10.1 and incorporated herein by reference.
| Item9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| 10.1 |
Amended and Restated Employment Agreement dated January12, 2017 between Lifetime Brands, Inc. and Jeffrey Siegel. |
About Lifetime Brands, Inc. (NASDAQ:LCUT)
Lifetime Brands, Inc. designs, sources and sells branded kitchenware, tableware and other products used in the home. The Company has three business segments: U.S. Wholesale, which designs, markets and distributes its products to retailers and distributors; International, which operates certain business operations that are conducted outside the United States, and Retail Direct, which markets and sells a limited selection of its products through its Pfaltzgraff, Mikasa, Built NY, Fred & Friends and Lifetime Sterling Internet Websites. Its product categories include over two categories of products that people use to prepare, serve and consume foods, including Kitchenware, which consists of kitchen tools and gadgets, cutlery and bakeware, and Tableware, which consists of dinnerware, stemware, flatware and giftware. Its Home Solutions consists of other products used in the home. It owns or licenses various brands, such as Farberware, Sabatier, masterclass, Kamenstein and Towle. Lifetime Brands, Inc. (NASDAQ:LCUT) Recent Trading Information
Lifetime Brands, Inc. (NASDAQ:LCUT) closed its last trading session up +0.15 at 16.20 with 4,964 shares trading hands.