TLGT Teligent Inc

On January 9, 2020, the Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of Teligent, Inc. (the “Company”) approved the Teligent, Inc. Change in Control Severance Policy (the “Policy”).  The purpose of the Policy is to provide certain Company employees, including the Company’s named executive officers, with certain compensation and other benefits in the event of a termination of employment by the Company (or its acquirer or successor) without Cause or by such employee for Good Reason (as such terms are defined in the Policy) that occurs during such employee’s Change of Control Protection Period (as such term is defined in the Policy). 

In the event of a Qualifying Termination (as such term is defined in the Policy), the Policy makes available benefits to the participants in a tiered approach, with the nature of the benefits provided based upon the seniority of the position such participant occupies.  Upon a Qualifying Termination, the Company’s named executive officers will receive (i) base salary continuation payments for a period of twelve months following the Qualifying Termination; (ii) a prorated portion of the target bonus for the year in which the Qualifying Termination occurs (the “Prorated Bonus”); (iii) an amount equal to the target annual bonus and (iv) continued medical, dental and vision coverage under COBRA, which ceases after twelve months or when the individual becomes covered by another employer program, whichever occurs first.  As more fully described in the Policy, upon a Qualifying Termination other participants will receive (i) base salary continuation payments for a period ranging from three months to twelve months (with certain participants entitled to additional base salary continuation payments based upon years of service to the Company); (ii) a Prorated Bonus; (iii) for certain participants, an amount equal to the target annual bonus and (iv) continued medical, dental and vision coverage under COBRA for periods ranging from six months to twelve months (or ceasing earlier if such participant becomes covered by another employer program).

In each case, receipt of any compensation or benefits under the Policy is subject to the participant’s execution of a general release of claims in favor of the Company, its successors and affiliates, and each of their officers, directors and employees.  In the event a participant has beached any duty of confidentiality, non-solicitation or non-competition owing to the Company, the participant will forfeit all further benefits payable under the Policy and will, at the Committee’s direction, be required to repay to the Company any benefits previously received under the Policy.

The foregoing description of the terms of the Policy does not purport to be complete and is qualified in its entirety by reference to the Policy, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.