MECHANICAL TECHNOLOGY, INCORPORATED (OTCMKTS:MKTY) 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 Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.
On May 5, 2017, Mechanical Technology, Incorporated (MTI) entered
into an employment agreement with Frederick Jones to serve as its
Chief Executive Officer and Chief Financial Officer. The
agreement provides for an initial term ending December 31, 2018,
and, unless either party provides written notice that the
agreement will not be renewed, is renewed for an additional year
on December 31, 2018 and each subsequent December 31; such
non-renewal may be for any or for no stated reason.
The agreement provides that Mr. Jones will receive an annual base
salary of $182,310 or such higher figure as may be agreed upon
from time to time by the Board of Directors. Mr. Jones is also
eligible to receive an annual bonus in accordance with MTIs
Executive Bonus Program, which is established annually by the
Board of Directors at its sole discretion, and may also receive,
at MTIs sole discretion, an additional, discretionary bonus in
connection with his annual evaluation by the Board of Directors.
Mr. Jones is also eligible to receive options to purchase MTIs
common stock or other equity awards under MTIs equity incentive
plans in such amounts as may be determined by the Board of
Directors, and is entitled to such employee benefits, if any, as
are generally provided to MTIs full-time employees.
Under the agreement, Mr. Jones employment terminates immediately
upon his death. In addition, MTI may terminate Mr. Jones
employment for Cause or upon his Disability, both as defined in
the agreement, and Mr. Jones may terminate his employment for
Good Reason, as defined in the agreement. If Mr. Jones employment
is terminated to his death or Disability, then he, his
beneficiary or his estate, as applicable, will receive a bonus in
the amount corresponding to the milestone targets achieved, if
any, under MTIs Executive Bonus Program in effect as of the date
of his termination. If MTI terminates Mr. Jones employment other
than for Cause or Disability or Mr. Jones terminates his
employment for Good Reason, then, assuming Mr. Jones has, within
21 days of termination, signed the release agreement attached as
an exhibit to the agreement and not revoked such release
agreement within seven days thereafter, then Mr. Jones will
receive: (i) his then-current base salary for a period of 12
months from the date of termination, regardless of whether he
obtains alternative employment; (ii) a bonus in the amount
corresponding to the milestone targets achieved, if any, under
MTIs Executive Bonus Program in effect as of the date of his
termination; and (iii) if he elects continuation coverage to the
Consolidated Omnibus Budget Reconciliation Act of 1985, as
amended (COBRA), reimbursement of his COBRA premiums for health,
dental and optical coverage, for a period of 12 months from the
earlier of his date of termination or until he becomes eligible
to obtain health insurance coverage elsewhere. If Mr. Jones
employment is involuntarily terminated other than for Cause or
Disability, or he terminates his employment for Good Reason, in
anticipation of, in connection with, or during the 12 months
following a Change in Control, as defined in the Agreement, then
Mr. Jones will receive the payments provided for in (i) and (ii)
of the prior sentence.
The agreement also contains non-disparagement, non-solicitation
and confidentiality provisions.
The foregoing description of Mr. Jones employment agreement does
not purport to be complete and is qualified in its entirety by
reference to the complete text of the agreement, a copy of which
is filed as Exhibit 10.1 to this Form 8-K.
Section 9 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
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(d) |
Exhibits |
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Exhibit Number |
Description |
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10.1 |
Executive Employment Agreement, dated May 5, 2017, by and |
About MECHANICAL TECHNOLOGY, INCORPORATED (OTCMKTS:MKTY)
Mechanical Technology, Incorporated conducts operations through its subsidiary, MTI Instruments, Inc. (MTI Instruments). MTI Instruments supplies precision linear displacement solutions, vibration measurement and system balancing solutions, and wafer inspection tools. The Company’s product offerings include Accumeasure Series, Microtrak 4, Microtrak PRO-2D, MTI-2100 Fotonic Sensor Series, Accumeasure D Series, Microtrak TGS, PBS-4100+ Portable Balancing System, PBS-4100R+ Test Cell Vibration Analysis & Trim Balancing System, TSC-4800A Tachometer Signal Conditioner and 1510A Calibrator, Accumeasure Digital Series, Accumeasure Analog Series, Semtester Tensile Stages and Proforma 300i, PV 1000. MTI Instruments serves markets that require precise measurements and control of products and processes in automated manufacturing, assembly and operation of machinery, and metrology tools for semiconductor and solar wafer characterization, among others. MECHANICAL TECHNOLOGY, INCORPORATED (OTCMKTS:MKTY) Recent Trading Information
MECHANICAL TECHNOLOGY, INCORPORATED (OTCMKTS:MKTY) closed its last trading session up +0.050 at 0.950 with 1,008 shares trading hands.