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Masonite International Corporation (NYSE:DOOR) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Masonite International Corporation (NYSE:DOOR) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 9.01

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;

Compensatory Arrangements of Certain Officers.

As previously announced on February 22, 2017, Lawrence P. Repar, Executive Vice President, Chief Customer Experience Officer of Masonite International Corporation (the "Company"), notified us that he intended to retire from the Company. Mr. Repar’s last day of employment with the Company was July 14, 2017.In connection with his retirement, on July 14, 2017, the Company and Mr. Repar entered into a consulting agreement (the "Consulting Agreement") to which Mr. Repar agreed to provide consulting services to us for a period commencing on July 14, 2017 and ending on July 14, 2018 (the “Consulting Period”), subject to earlier termination upon 15 days' advance written notice by either party. As consideration for the consulting services to be provided by Mr. Repar during the Consulting Period, we agreed to provide for continued regular vesting of certain of his outstanding restricted stock units, performance restricted stock units, and stock appreciation rights during the Consulting Period. Based on the foregoing, the restricted stock unit agreements dated February 27, 2015, December 22, 2015, February 29, 2016, and February 27, 2017, the performance restricted stock unit agreement dated February 27, 2015, the amended and restated stock appreciation rights agreement dated February 29, 2016, and the stock appreciation rights agreement dated February 27, 2017, each between us and Mr. Repar, were amended to provide for such continued vesting to an Omnibus Amendment between us and Mr. Repar, effective July 14, 2017 (the "Equity Award Amendment").

The foregoing description of the Consulting Agreement and the Equity Award Amendment does not purport to be a complete description and is qualified in its entirety by the full text of the Consulting Agreement, which is filed as Exhibit 10.1 and is incorporated herein by reference, and the Equity Award Amendment, which is filed as Exhibit 10.2 and is incorporated herein by reference.

Item 9.01

Financial Statements and Exhibits.

Exhibit No.

Description

Exhibit 10.1

Consulting Agreement, dated as of July 14, 2017, by and between Masonite International Corporation and Lawrence P. Repar

Exhibit 10.2

Omnibus Amendment to Masonite International Corporation restricted stock unit agreements, performance restricted stock unit agreement, and stock appreciation rights agreements, dated as of July 14, 2017, by and between Masonite International Corporation and Lawrence P. Repar

MASONITE INTERNATIONAL CORP ExhibitEX-10.1 2 a201707148-kex101.htm EXHIBIT 10.1 2017.07.14 8-K EX 10.1 Exhibit 10.1CONSULTING AGREEMENTTHIS CONSULTING AGREEMENT (the “Agreement”) is made and entered into effective as of the 14th day of July,…To view the full exhibit click here

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