Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 31, 2017, Fossil Group, Inc. (the “Company”) entered into an Addendum to Executive Severance Agreement (the “Addendum”) with Dennis R. Secor, amending the Executive Severance Agreement entered into between the Company and Mr. Secor on January 4, 2016.
Pursuant to the Addendum, Mr. Secor will serve as the Company’s Executive Vice President and Chief Financial Officer until October 16, 2017, at which time his title will change to Executive Vice-President, Finance. In this role, Mr. Secor will assist with the transition of the Company’s new Chief Financial Officer. Mr. Secor will remain employed with the Company through April 30, 2018 (the “Term”).
During the Term, the Company will pay Mr. Secor at a bi-weekly rate of $23,076.92, subject to reduction in the event Mr. Secor begins new employment with a third party after December 31, 2017. During the Term, Mr. Secor will receive employment benefits generally available to the Company’s employees and other senior executive officers. Mr. Secor will not be eligible to receive additional equity grants from the Company during the Term, and for purposes of vesting Mr. Secor’s prior equity grants, the Company has agreed to deem Mr. Secor’s date of termination to be April 30, 2018.
The terms and conditions of the Fossil Group 2017 Excellence Bonus Plan Executive Level (the “2017 Bonus Plan”) shall exclusively govern any right of Mr. Secor to receive a bonus for 2017. The Company has agreed that Mr. Secor’s performance for purposes of any such bonus calculation shall be no less than “exceeds expectations.” Mr. Secor shall not be eligible for a bonus for the 2018 fiscal year.
Subject to Mr. Secor’s execution and delivery of a release of claims in a form specified by the Company, Mr. Secor will receive the following severance benefits:
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an amount equal to the difference between Mr. Secor’s bonus payment under the 2017 Bonus Plan and $210,000; and
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an amount equal to 160 hours of paid time off for 2018.
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In addition, the Company agreed to reduce the non-competition and non-solicitation period in the Executive Severance Agreement from 18 months post-termination of service to April 30, 2018.
The foregoing description of the Addendum does not purport to be complete and is qualified in its entirety by reference to the Addendum, which is filed as Exhibit 10.1 hereto and is hereby incorporated herein by reference.