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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.
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Appointment of Steve Filipov as Chief Executive Officer and a Director
On August 19, 2019, Manitex International, Inc. (the “Company”) appointed Steve Filipov as Chief Executive Officer of the
Company, effective as of September 1, 2019.
Prior to joining the Company, Mr. Filipov, 51, worked for Terex Corporation, a
global manufacturer of construction and port equipment. He served as Group President, Global Cranes Segment, from November 2016 to August 2019, Group President, CEO Terex Material Handling and Port Solutions AG from 2013 to August 2019, and in
various other roles with Terex Corporation since 1995.
In connection with his appointment as Chief Executive Officer of the Company,
Mr. Filipov entered into an employment agreement with the Company dated effective as of September 1, 2019 (the “Employment Agreement”). Pursuant to the Employment Agreement, Mr. Filipov will serve as Chief Executive Officer
of the Company for a three-year term commencing on September 1, 2019. The employment term will automatically extend for one-year periods at the end of the then-current term, unless either party notifies
the other party in writing of non-renewal at least 90 days prior to the expiration of the then-current term. Mr. Filipov will receive an annual base salary of $350,000, which will be reviewed annually by
the Compensation Committee (the “Compensation Committee”) of the Company’s board of directors (the “Board”), and will be eligible to receive annual cash incentives with a maximum annual target bonus of 200% of his base
salary. On September 1, 2019, he will be granted 50,000 restricted stock units and 50,000 options to purchase common stock, each of which will vest over a three-year period. Mr. Filipov will also be entitled to employee benefits that the
Company provides to employees generally, including medical benefits, participation in retirement plans and paid vacation time.
If the
Company terminates Mr. Filipov without “just cause” (as defined in the Employment Agreement) or if the Company chooses not to renew the Employment Agreement at the end of its then-current term, Mr. Filipov will be entitled to a
severance payment of two years’ salary plus continued health plan coverage, welfare benefits and certain other perquisites for two years and the payment of then vested or unvested Company equity incentive awards. If he is terminated for just
cause or if he resigns, he is entitled to no severance payment.
If Mr. Filipov is involuntarily terminated without just cause or
“good reason” (as defined in the Employment Agreement) within 6 months prior to and in anticipation of, or 24 months following, a “change in control” (as defined in the Employment Agreement), then in addition to the severance
payments provided for above, Mr. Filipov will be entitled to receive a payment equal to two times the average of his bonus received in the prior three years, as well as a pro rata bonus for the fiscal year during which the change of control
occurs.
Also in connection with his appointment as Chief Executive Officer, the Board approved an increase in the size of the board to
eight members, and appointed Mr. Filipov to serve as a director of the Company, effective as of September 1, 2019. Mr. Filipov will serve as a director until the next annual meeting of shareholders of the Company or until his
successor is duly elected and qualified.
There are no arrangements or understandings required to be disclosed pursuant to Item 401(b) of
Regulation S-K or family relationships required to be disclosed pursuant to Item 401(d) of Regulation S-K. Similarly, there are no transactions with related persons
required to be disclosed pursuant to Item 404(a) of Regulation S-K involving Mr. Filipov.