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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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On
January 14, 2021, Ellery W. Roberts resigned from his position as the Chief Financial Officer of 1847 Holdings LLC (the “Company”).
Mr. Roberts remains the Chairman of the Board, Chief Executive Officer and President of the Company.
On
January 14, 2021, the Board of Directors of the Company appointed Jay Amond as the Chief Financial Officer of the Company. On
the same date, the Company entered into an employment agreement with Mr. Amond (the “Employment Agreement”) setting
forth the terms of Mr. Amond’s employment.
Pursuant
to the terms of the Employment Agreement, the Company has agreed to pay Mr. Amond an annual base salary of $240,000, consisting
of $80,000 for each of the Company’s three portfolio companies, up to a maximum aggregate annual base salary of $300,000.00
upon the addition of a fourth portfolio company. Mr. Amond is also eligible for a bonus of up to 50% of his base salary, based
on metrics in excess of present earnings targets to be agreed upon by Mr. Amond and the company’s board of directors. If
Mr. Amond is terminated by the Company without cause, he will be entitled to 6 months of base compensation, which will be paid
in lump sum within two weeks of the separation date.
The
Employment Agreement also provides that Mr. Amond is entitled to twenty (20) working days of vacation per year and that he is
eligible to participate in the standard benefits plans offered to similarly situated employees by the Company from time to time,
subject to plan terms and generally applicable Company policies.
Pursuant
to the Employment Agreement, Mr. Amond shall not compete with the Company during his employment or for one year after his employment
ends, and he may not solicit any employees or consultants of the Company for a period of two years after his employment ends.
The Employment Agreement also contains customary confidentiality provisions. Mr. Amond;s employment with the Company is at-will,
and Mr. Amond may resign from the Company upon 90 days’ notice.
Mr.
Amond, age 67, Jay Amond has over 30 years of experience in the retail and wholesale industries. Prior to joining the Company,
he served as President and Chief Executive Officer for Nebraska Book Holdings, leading their Wholesale, Computer Technology, Consulting
Services and Store Design/Construction Company’s. He also served as their Chief Financial Officer for two years prior. Mr.
Amond worked for Patina Solutions in Chicago IL as a Financial Consultant and prior to that was the SVP Chief Financial Officer
for Follett Higher Education Group a major Wholesaler and Retailer in the Higher Education Market for nine years. He also served
as the Corporate Controller for Ross Stores a publicly traded company (ROST) for five years and SVP Chief Financial Officer for
Ultimo Enterprises LTD. Mr. Amond received his B.A. degree from Pennsylvania State University. He has previously served on the
Board of Directors for Nebraska Book Holdings, PrismRBS Computer Software Company, University of Ottawa, Varsity Inc. and Ultimo
Enterprises.
Mr.
Amond was elected until his successor is duly elected and qualified. There are no arrangements or understandings between Mr. Amond
and any other persons pursuant to which he was selected as an officer. There is no family relationship that exists between Mr.
Amond and any directors or executive officers of the Company. In addition, there has been no transaction, nor is there any currently
proposed transaction between Mr. Amond and the Company, that would require disclosure under Item 404(a) of Regulation S-K.
The
foregoing description of the Employment Agreement does not purport to be complete and is qualified in its entirety by reference
to the full text of the Employment Agreement filed as Exhibit 10.1 to this Form 8-K, which is incorporated herein by reference.