REXFORD INDUSTRIAL REALTY, INC. (NYSE:REXR) 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
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Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Employment Agreement with David Lanzer
On June 26, 2017, Rexford Industrial Realty, Inc. (the Company),
Rexford Industrial Realty, L.P. (the Operating Partnership) and
David Lanzer entered into an employment agreement (the Employment
Agreement), to which Mr. Lanzer will continue to serve as General
Counsel and Secretary of the Company and the Operating
Partnership, and will report directly to the co-Chief Executive
Officers of the Company or their designee. The initial term of
the Employment Agreement will end on the third anniversary of the
effective date, or June 26, 2020.
Rexford Industrial Realty, L.P. (the Operating Partnership) and
David Lanzer entered into an employment agreement (the Employment
Agreement), to which Mr. Lanzer will continue to serve as General
Counsel and Secretary of the Company and the Operating
Partnership, and will report directly to the co-Chief Executive
Officers of the Company or their designee. The initial term of
the Employment Agreement will end on the third anniversary of the
effective date, or June 26, 2020.
Under the Employment Agreement, Mr. Lanzer will receive an annual
base salary of $300,000, which is subject to annual review and
increase at the discretion of the compensation committee of the
Companys board of directors. In addition, Mr. Lanzer will be
eligible to receive an annual cash performance bonus opportunity
targeted at 60% of Mr. Lanzers annual base salary. The actual
amount of any such bonus will be determined by reference to the
attainment of applicable Company and/or individual performance
objectives, as determined by the compensation committee of the
Companys board of directors, and may be greater or less than the
target amount, or zero.
base salary of $300,000, which is subject to annual review and
increase at the discretion of the compensation committee of the
Companys board of directors. In addition, Mr. Lanzer will be
eligible to receive an annual cash performance bonus opportunity
targeted at 60% of Mr. Lanzers annual base salary. The actual
amount of any such bonus will be determined by reference to the
attainment of applicable Company and/or individual performance
objectives, as determined by the compensation committee of the
Companys board of directors, and may be greater or less than the
target amount, or zero.
Mr. Lanzer is eligible to participate in customary health,
welfare and fringe benefit plans, and, subject to certain
restrictions, healthcare benefits will be provided to him and his
eligible dependents at the Companys sole expense. Mr. Lanzer will
accrue four weeks of paid vacation per year, subject to
applicable accrual limits.
welfare and fringe benefit plans, and, subject to certain
restrictions, healthcare benefits will be provided to him and his
eligible dependents at the Companys sole expense. Mr. Lanzer will
accrue four weeks of paid vacation per year, subject to
applicable accrual limits.
to the terms of the Employment Agreement, if Mr. Lanzers
employment is terminated by the Company without cause, or by Mr.
Lanzer for good reason (each, as defined in the Employment
Agreement) then, in addition to any accrued amounts, Mr. Lanzer
will be entitled to receive the following:
employment is terminated by the Company without cause, or by Mr.
Lanzer for good reason (each, as defined in the Employment
Agreement) then, in addition to any accrued amounts, Mr. Lanzer
will be entitled to receive the following:
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a lump-sum payment in an amount equal to Mr. Lanzers annual
base salary then in effect; |
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a pro-rata portion of Mr. Lanzers annual bonus for the
partial fiscal year in which the termination date occurs, based on the achievement of any applicable performance goals or objectives, payable in a lump sum on the date on which annual bonuses are paid to the Companys senior executives generally for such year (the Bonus Severance); |
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accelerated vesting of all outstanding equity awards that
vest based solely on continued services to the Company and that are held by Mr. Lanzer as of the termination date; and |
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Company-paid healthcare continuation coverage for up to 18
months after the termination date. |
to the terms of the Employment Agreement, if Mr. Lanzers
employment is terminated by reason of death or disability, Mr.
Lanzer or his estate will be entitled to the following payments
and benefits (in addition to any accrued amounts): (i)
accelerated vesting of all outstanding equity awards that vest
based solely on continued services to the Company and that are
held by Mr. Lanzer as of the termination date and (ii) the Bonus
Severance, payable in a lump sum on the date on which annual
bonuses are paid to the Companys senior executives generally for
such year.
employment is terminated by reason of death or disability, Mr.
Lanzer or his estate will be entitled to the following payments
and benefits (in addition to any accrued amounts): (i)
accelerated vesting of all outstanding equity awards that vest
based solely on continued services to the Company and that are
held by Mr. Lanzer as of the termination date and (ii) the Bonus
Severance, payable in a lump sum on the date on which annual
bonuses are paid to the Companys senior executives generally for
such year.
Mr. Lanzers right to receive the severance payments and benefits
described above is subject to his delivery and non-revocation of
an effective general release of claims in favor of the Company.
described above is subject to his delivery and non-revocation of
an effective general release of claims in favor of the Company.
In addition, upon a change in control of the Company (as defined
in the Companys 2013 Incentive Award Plan), Mr. Lanzer will be
entitled to accelerated vesting of all outstanding equity awards
that vest based solely on continued services to the Company and
that are held by Mr. Lanzer as of the date of the change in
control.
in the Companys 2013 Incentive Award Plan), Mr. Lanzer will be
entitled to accelerated vesting of all outstanding equity awards
that vest based solely on continued services to the Company and
that are held by Mr. Lanzer as of the date of the change in
control.
The Employment Agreement contains customary confidentiality and
non-solicitation provisions.
non-solicitation provisions.
Under the Employment Agreement, to the extent that any change in
control payments or benefits would be subject to an excise tax
imposed in connection with the parachute payment rules under
Section 4999 of the Internal Revenue Code, such payments and/or
benefits may be subject to a best pay cap reduction to the extent
necessary so that Mr. Lanzer receives the greater of the (i) net
amount of the change in control payments and benefits reduced
such that these payments and benefits will not be subject to any
excise tax and (ii) net amount of the change in control payments
and benefits without such reduction.
control payments or benefits would be subject to an excise tax
imposed in connection with the parachute payment rules under
Section 4999 of the Internal Revenue Code, such payments and/or
benefits may be subject to a best pay cap reduction to the extent
necessary so that Mr. Lanzer receives the greater of the (i) net
amount of the change in control payments and benefits reduced
such that these payments and benefits will not be subject to any
excise tax and (ii) net amount of the change in control payments
and benefits without such reduction.
The foregoing summary of the Employment Agreement does not
purport to be complete and is qualified in its entirety by
reference to the Employment Agreement, a copy of which is filed
as Exhibit 10.1 to this Current Report on Form 8-K and is
incorporated herein by reference.
purport to be complete and is qualified in its entirety by
reference to the Employment Agreement, a copy of which is filed
as Exhibit 10.1 to this Current Report on Form 8-K and is
incorporated herein by reference.
Employment Agreement Amendments – Messrs. Frankel, Schwimmer and
Khan
Khan
On June 26, 2017, the Company, the Operating Partnership and each
of Michael Frankel, Howard Schwimmer and Adeel Khan entered into
an amendment (each, an Amendment and together, the Amendments) to
their respective employment agreements with the Company and the
Operating Partnership (the Original Employment Agreements).
of Michael Frankel, Howard Schwimmer and Adeel Khan entered into
an amendment (each, an Amendment and together, the Amendments) to
their respective employment agreements with the Company and the
Operating Partnership (the Original Employment Agreements).
The Amendments update the Original Employment Agreements to (i)
reflect the executives current base salaries (as have been
adjusted since the Original Employment Agreements were originally
executed, in accordance with such Original Employment
Agreements), (ii) with respect to Mr. Khan only, to reflect Mr.
Khans current target annual bonus level, and (iii) to provide
that, if Mr. Frankel, Mr. Schwimmer, or Mr. Khans employment is
terminated by reason of the executives death or disability, the
applicable executive (or his estate) will be entitled to the
Bonus Severance (in addition to any accrued amounts and the
executives current entitlement to accelerated vesting of
outstanding equity awards that vest based solely on continued
services to the Company, to the Original Employment Agreements),
subject to the applicable executives delivery and non-revocation
of an effective general release of claims in favor of the
Company. The Bonus Severance is payable in a lump sum on the date
on which annual bonuses are paid to the Companys senior
executives generally for such year. The Amendments also clarify
that any provisions in the Original Employment Agreements that
provide for the accelerated vesting of equity awards apply only
to outstanding Company equity awards that vest based solely on
continued services to the Company.
reflect the executives current base salaries (as have been
adjusted since the Original Employment Agreements were originally
executed, in accordance with such Original Employment
Agreements), (ii) with respect to Mr. Khan only, to reflect Mr.
Khans current target annual bonus level, and (iii) to provide
that, if Mr. Frankel, Mr. Schwimmer, or Mr. Khans employment is
terminated by reason of the executives death or disability, the
applicable executive (or his estate) will be entitled to the
Bonus Severance (in addition to any accrued amounts and the
executives current entitlement to accelerated vesting of
outstanding equity awards that vest based solely on continued
services to the Company, to the Original Employment Agreements),
subject to the applicable executives delivery and non-revocation
of an effective general release of claims in favor of the
Company. The Bonus Severance is payable in a lump sum on the date
on which annual bonuses are paid to the Companys senior
executives generally for such year. The Amendments also clarify
that any provisions in the Original Employment Agreements that
provide for the accelerated vesting of equity awards apply only
to outstanding Company equity awards that vest based solely on
continued services to the Company.
In addition, Mr. Khans Amendment extends the term of Mr. Khans
Original Employment Agreement to November 25, 2020.
Original Employment Agreement to November 25, 2020.
>The foregoing summary of the Amendments does not purport to
be complete and is qualified in its entirety by reference to the
applicable Amendment, a copy of each of which is filed as Exhibit
10.2, Exhibit 10.3, and Exhibit 10.4 to this Current Report on
Form 8-K and is incorporated herein by reference.
be complete and is qualified in its entirety by reference to the
applicable Amendment, a copy of each of which is filed as Exhibit
10.2, Exhibit 10.3, and Exhibit 10.4 to this Current Report on
Form 8-K and is incorporated herein by reference.
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Item 9.01
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Financial Statements and Exhibits
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(d) Exhibits.
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10.1
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Employment Agreement, effective as of June 26, 2017,
between David Lanzer, Rexford Industrial Realty, Inc. and Rexford Industrial Realty, L.P. |
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10.2
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First Amendment to Employment Agreement, effective as
of June 26, 2017, between Michael S. Frankel, Rexford Industrial Realty, Inc. and Rexford Industrial Realty, L.P. |
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10.3
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First Amendment to Employment Agreement, effective as
of June 26, 2017, between Howard Schwimmer, Rexford Industrial Realty, Inc. and Rexford Industrial Realty, L.P. |
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10.4
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First Amendment to Employment Agreement, effective as
of June 26, 2017, between Adeel Khan, Rexford Industrial Realty, Inc. and Rexford Industrial Realty, L.P. |
Rexford Industrial Realty, Inc. ExhibitEX-10.1 2 ex101dlanzeremploymentagre.htm EXHIBIT 10.1 Exhibit Exhibit 10.1EMPLOYMENT AGREEMENTTHIS EMPLOYMENT AGREEMENT (this “Agreement”),…To view the full exhibit click here About REXFORD INDUSTRIAL REALTY, INC. (NYSE:REXR)
Rexford Industrial Realty, Inc. is a self-administered and self-managed full-service real estate investment trust (REIT). The Company is focused on owning, operating and acquiring industrial properties in Southern California infill markets. The Company’s consolidated portfolio consisted of approximately 119 properties with over 12.0 million rentable square feet. The Company also owns interest in a joint venture (the JV) that indirectly owns one property with approximately 0.5 million square feet, which it also manages. The Company manages an additional 19 properties with approximately 1.2 million rentable square feet. The Company’s properties are concentrated in various industries, such as wholesale and retail, light manufacturing, industrial equipment and components, warehousing and storage, food and beverage, business services, construction, automotive, paper and printing, pharmaceuticals and healthcare.
