Sothebys (NYSE: BID) 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 3, 2018, Sotheby’s (the “Company”) announced that the Company is eliminating its Chief Operating Officer role and implementing related organizational changes. As a result, Adam Chinn, Executive Vice President and Chief Operating Officer of the Company, will leave the Company effective December 31, 2018. Mr. Chinn’s departure qualifies as a termination other than for “cause” for purposes of his Employment Agreement, dated January 11, 2016, with the Company (the “Employment Agreement”) and he will receive severance in accordance therewith. Additionally, Mr. Chinn will be entitled to continued vesting of his 5,860 restricted stock units and 31,902 performance share units that are scheduled to vest in March 2019, subject to the achievement of the performance criteria applicable to the performance share units.
The terms of the post-termination non-competition and non-solicitation covenants to which Mr. Chinn is subject to the Employment Agreement and the Purchase Agreement, dated January 11, 2016, among the Company, Mr. Chinn and the other parties thereto to which the Company purchased Art Agency, Partners, will continue to apply.
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Item 7.01 |
Regulation FD Disclosure |
On December 3, 2018, the Company issued a press release announcing its organizational changes. A copy of the press release is furnished as Exhibit 99.1 to this current report on Form 8-K.
The information under this Item 7.01 of this current report on Form 8-K, including Exhibit 99.1 attached hereto, is being furnished and, as a result, such information shall not be deemed to be “filed” for purposes of Section18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
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Item 9.01 |
Financial Statements and Exhibits |
(d)Exhibits
99.1Press Release of Sotheby's dated December 3, 2018.
SOTHEBYS ExhibitEX-99.1 2 exhibit991-pressrelease_coo.htm EXHIBIT 99.1 Exhibit Exhibit 99.1New York | +1 212 606 7176 | Lauren Gioia | Lauren.Gioia@Sothebys.com SOTHEBY’S ANNOUNCES THE APPOINTMENT OFJOHN CAHILL AS EVP,…To view the full exhibit click here