OUTFRONT Media Inc. (NYSE:OUT) 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 Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On December 8, 2017, OUTFRONT Media Inc. (the “Company”) entered into a new employment agreement with Clive Punter, effective as of October 6, 2017, which provides for his continued employment as Executive Vice President, Chief Revenue Officer until the employment agreement is terminated by the Company or Mr. Punter. Mr. Punter’s employment agreement provides for an annual base salary of $620,000, and an annual target bonus opportunity equal to 75% of his annual salary, which are subject to review and increase at the discretion of the compensation committee (the “Committee”) of the Company’s board of directors. Mr.Punter is also eligible to receive annual grants of long-term incentive compensation as determined by the Committee based on a target value of $825,000 commencing in 2018, which is subject to review and a performance increase by $175,000 at the discretion of the Committee commencing in 2019. The terms and conditions of any long-term incentive equity compensation awarded to Mr. Punter are set forth in the Company’s Amended and Restated Omnibus Stock Incentive Planand the related equity award terms and conditions. In addition, Mr. Punter is entitled to participate in arrangements for benefits, business expenses and perquisites generally available to our other senior executives of the Company.
In the event that Mr. Punter is terminated by the Company without cause or by him for good reason, Mr. Punter is entitled to receive the following payments and benefits, subject to Mr. Punter executing a general release: (1) a cash severance amount equal to the sum of 12 months of his annual salary; (2) Company-paid medical and dental benefits for up to 12 months; and (3) accelerated vesting of restricted share unit (“RSU”) awards and performance-based RSU (“PRSU”) awards granted after October 6, 2017, subject to the satisfaction of certain performance-based conditions applicable to the PRSU awards.
Mr.Punter’s employment agreement also contains restrictive covenants imposing non-competition and non-disparagement obligations, restricting solicitation of employees, protecting confidential information and ownership of work product and requiring cooperation in litigation, as well as other covenants, during his employment and for specified periods after the termination of employment.
About OUTFRONT Media Inc. (NYSE:OUT)
OUTFRONT Media Inc., formerly CBS Outdoor Americas Inc., is a provider of advertising space on out-of-home advertising structures and sites across the United States, Canada and Latin America. The Company’s inventory consists of billboard displays and transit advertising displays. It operates through two segments. The United States segment includes the Company’s operations in the United States. The International segment includes the Company’s operations in Canada and Latin America, including Mexico, Argentina, Brazil, Chile and Uruguay. Along with leasing displays, the Company provides other services to customers, such as pre-campaign category research, consumer insights, creative design support, vinyl production, and post-campaign tracking and analytics. Its locations portfolio includes sites, such as the Bay Bridge in San Francisco, various locations along Sunset Boulevard in Los Angeles, and various sites in and around both Grand Central Station and Times Square in New York.
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