Item 5.02 Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.
Employment Agreement with John R. Beaver.
On March 24, 2021, Biolase, Inc. (the “Company”) entered into
an employment agreement with John R. Beaver, who was appointed
President and Chief Executive Officer of the Company, on
February 23, 2021, as previously disclosed on the Company’s
Current Report on Form 8-K,
as filed with the Securities and Exchange Commission on
February 23, 2021.
Under the terms of Mr. Beaver’s employment agreement,
Mr. Beaver will receive an annual base salary of $375,000. In
addition, Mr. Beaver is eligible to receive an annual
performance bonus of up to one hundred and twenty five percent
(125.0%) of Mr. Beaver’s base salary, which is determined by
the achievement of certain criteria as established by the
Compensation Committee of the Board of Directors of the Company.
Mr. Beaver was awarded 100,000 stock-settled restricted stock
units which will vest immediately. Mr. Beaver’s employment is
Pursuant to the terms of the employment agreement, Mr. Beaver
is entitled to severance benefits in the event that either the
Company terminates him without cause or he resigns for good reason.
The severance amount consists of twelve (12) months of
Mr. Beaver’s annual base salary and the time-based prorated
amount of Mr. Beaver’s annual bonus then in effect at target
full achievement, which will be paid over twenty-six equal installments, that
portion due to vest through the first anniversary of
Mr. Beaver’s termination date of his existing equity awards
that are not based on performance, as applicable, and paid COBRA
premiums for the twelve-month period following such
In the event that Mr. Beaver is terminated within twelve
(12) months following a change in control, Mr. Beaver
will receive twenty four (24) months of his annual base salary
payable in lump sum, the time-based prorated amount of
Mr. Beaver’s annual bonus then in effect at target full
achievement payable in lump sum, and Mr. Beaver’s unvested
equity awards shall vest and be exercisable.
Mr. Beaver was most recently the Company’s Executive Vice
President, Chief Operating Officer and Chief Financial Officer. He
joined the Company in 2017 as Senior Vice President and Chief
Financial Officer. He assumed roles of varying responsibilities
over the past few years, including Interim Chief Executive Officer
of the Company.
Mr. Beaver has a Bachelor of Business Administration degree in
Accounting from the University of Texas at Austin and is a
Certified Public Accountant.
A copy of the Employment Agreement will be filed as an exhibit to
the Company’s Annual Report on Form 10-K for the year ending
December 31, 2020.
Appointment of John R. Beaver to Board of Directors.
On March 24, 2021, the Board of Directors of the Company
elected John R. Beaver to the Board of Directors of the