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 October 5, 2021, Acadia Healthcare Company, Inc. (the “Company”) announced that Debbie Osteen, Chief Executive Officer and Director of the Company, will retire as Chief Executive Officer and that it was anticipated that Ms. Osteen’s retirement would be effective on January 31, 2022. Consistent with that expectation, the Company, through its subsidiary Acadia Management Company, Inc., and Ms. Osteen entered into an Amendment to Employment Agreement, dated as of December 22, 2021 (the “First Amendment”), to extend the employment period under Ms. Osteen’s Employment Agreement, dated as of January 19, 2021 (the “Employment Agreement”), through January 31, 2022.
On January 31, 2022, the Company and Ms. Osteen entered into a side letter to the Employment Agreement (the “Side Letter,” and together with the First Amendment, the “Amendments”). The Side Letter, among other things:
(i) extends the employment period under the Employment Agreement to March 31, 2022 to assist with and ensure a smooth transition of leadership;
(ii) provides for Ms. Osteen’s continuation as a member of the Company’s Board of Directors for the remainder of her Board term;
(iii) subject to certain conditions, provides for a cash retention bonus of $900,000 to be paid to Ms. Osteen after, and for service through, March 31, 2022; and
(iv) updates the vesting criteria applicable to Ms. Osteen’s annual equity awards granted in 2019, 2020 and 2021.
The foregoing description of the Amendments does not purport to be complete and is qualified in its entirety by reference to the text of the Amendments, which are filed as Exhibit 10.1 and Exhibit 10.2 to this Current Report on Form 8-K and are incorporated herein by reference.