Item 5.02 Departure of Directors or Certain Officers: Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
Eric. T. Kalamaras
On May 25, 2019, Eric T. Kalamaras, Senior Vice President and Chief Financial Officer of American Midstream GP, LLC (the General Partner), a
Delaware limited liability company and the general partner of American Midstream Partners, LP (the Partnership), entered into a Retention and Separation Plan with the General Partner (the Kalamaras Retention and Separation
Plan). The Kalamaras Retention and Separation Plan sets forth the terms of Mr. Kalamaras continued employment through the occurrence of a Qualifying Termination Event (as defined in the Kalamaras Retention and Separation Plan) (such
date, the Kalamaras Termination Date). Pursuant to the Kalamaras Retention and Separation Plan, unless Mr. Kalamaras employment is terminated on an earlier date, his employment with the General Partner will automatically
terminate on December 31, 2019.
Under the terms of the Kalamaras Retention and Separation Plan, the General Partner agreed to pay Mr. Kalamaras
a lump sum payment following the Kalamaras Termination Date equal to (i) any accrued and unpaid salary and paid time off through the Kalamaras Termination Date, (ii) twelve months base salary, plus (iii) Mr. Kalamaras
pro-rated
current year annual cash bonus for the year of termination. In addition, all phantom units or other long-term incentive awards held by Mr. Kalamaras as of the Kalamaras Termination Date will
vest at a settlement price of $5.25 per unit and the unvested portion of Mr. Kalamaras interest in the General Partners
one-time
$6 per unit cash retention bonus will automatically vest. The
General Partner also agreed to provide Mr. Kalamaras and his dependents with COBRA coverage for a period of up to twelve months following the Kalamaras Termination Date. There were no disagreements between Mr. Kalamaras and the Partnership
or the General Partner or any officer or director of the Partnership or the General Partner that led to Mr. Kalamaras entry into the Kalamaras Retention and Separation Plan.
The foregoing description of the Kalamaras Retention and Separation Plan does not purport to be complete and is qualified in its entirety by reference to the
full text of the Kalamaras Retention and Separation Plan, which is attached hereto as Exhibit 10.1, and is incorporated herein by reference.
Christopher B. Dial
On May 25, 2019, Christopher B.
Dial, Senior Vice President and General Counsel of the General Partner, entered into a Retention and Separation Plan with the General Partner (the Dial Retention and Separation Plan). The Dial Retention and Separation Plan sets forth the
terms of Mr. Dials continued employment through the occurrence of a Qualifying Termination Event (as defined in the Dial Retention and Separation Plan) (such date, the Dial Termination Date). Pursuant to the Dial Retention and
Separation Plan, unless Mr. Dials employment is terminated on an earlier date, his employment with the General Partner will automatically terminate on December 31, 2019.
Under the terms of the Dial Retention and Separation Plan, the General Partner agreed to pay Mr. Dial a lump sum payment following the Dial Termination
Date equal to (i) any accrued and unpaid salary and paid time off through the Dial Termination Date, (ii) twelve months base salary, (iii) Mr. Dials
pro-rated
current year
annual cash bonus for the year of termination, plus (iv) $150,000. In addition, all phantom units or other long-term incentive awards held by Mr. Dial as of the Dial Termination Date will vest at a settlement price of $5.25 per unit and the
unvested portion of Mr. Dials interest in the General Partners
one-time
$6 per unit cash retention bonus will automatically vest. Unvested phantom units for the cash retention bonus do not
include performance units. The General Partner also agreed to provide Mr. Dial and his dependents with COBRA coverage for a period of up to twelve months following the Dial Termination Date. There were no disagreements between Mr. Dial and
the Partnership or the General Partner or any officer or director of the Partnership or the General Partner that led to Mr. Dials entry into the Dial Retention and Separation Plan.
The foregoing description of the Dial Retention and Separation Plan does not purport to be complete and is qualified in its entirety by reference to the full
text of the Dial Retention and Separation Plan, which is attached hereto as Exhibit 10.2, and is incorporated herein by reference.
Louis J. Dorey
On May 25, 2019, Louis J. Dorey, Senior Vice President of Business Development of the General Partner entered into a Retention and Separation
Plan with the General Partner (the Dorey Retention and Separation Plan). The Dorey Retention and Separation Plan sets forth the terms of Mr. Doreys continued employment through the occurrence of a Qualifying Termination Event
(as defined in the Dorey Retention and Separation Plan) (such date, the Dorey Termination Date). Pursuant to the Dorey Retention and Separation Plan, unless Mr. Doreys employment is terminated on an earlier date, his
employment with the General Partner will automatically terminate on January 1, 2020.