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On November 19, 2009, the Company entered into an employment agreement with Ms. Suzanne Lehman Johnson in her capacity as the Company’s Vice President, General Counsel and Secretary. The summary description of the employment agreement contained herein is
modified in its entirety by reference to the full text of the agreement, which will be filed with the Company’s Form 10-K for the year ended December 31, 2009.
Ms. Johnson has been with the Company since 2005, serving as Staff Vice President, General Counsel and Secretary since September 2008. Before joining the Company, Ms. Johnson was employed by the law firm of Vinson & Elkins, L.L.P. for nine years and
Continental Airlines, Inc. for three years. Ms. Johnson’s current management responsibilities for ExpressJet include legal affairs, compliance, arbitration, litigation, workers’ compensation, labor relations, benefits, and human resources.
Prior to obtaining her law degree in 1992 from South Texas College of Law in Houston, Texas, Ms. Johnson earned a bachelor’s degree from Tarleton State University and a master’s degree from the University of North Texas. She is licensed to
practice by the Texas Supreme Court and has been admitted to practice before the United States Supreme Court, the United States District Court for the Southern District of Texas, and the United States Courts of Appeal for the Fifth and Sixth Circuits. Ms.
Johnson has been board certified by the Texas Board of Legal Specialization in labor and employment law since 1997 and has been trained as a mediator.
Under the terms of the agreement, Ms. Johnson is entitled to an annual base salary of $200,000, subject to annual adjustment by the Human Resources Committee of our board of directors; however, consistent with the concessions of the Company’s labor groups
and as part of the Company’s overall cost-saving initiatives, Ms. Johnson has agreed to a reduced salary of $190,000 for the remainder of 2009 and for 2010. Further, the agreement provides that Ms. Johnson is entitled to participate in all bonus and
incentive plans described in our definitive proxy statement filed with the SEC on April 1, 2009, the summary descriptions of which are incorporated by reference herein, as well as any other plans that may be adopted in the future. Ms. Johnson previously
participated in these plans in her roles as Staff Vice President, General Counsel and Secretary. In connection with her promotion to Vice President, Ms. Johnson will continue to participate in any payments earned under the terms our Management Bonus Plan in an
amount of up to 40% of her annual base salary if all of the performance criteria are met and will also receive a bonus under our Long Term Incentive Plan if she remains employed with ExpressJet through the end of the year. Ms. Johnson will be eligible to
participate in future bonus programs on the same terms as other Company executives.
Either the Company or Ms. Johnson may terminate the agreement at any time. If we were to terminate the agreement for any reason other than death, incapacity, a material breach of the agreement’s terms, or for cause, or if Ms. Johnson were
constructively terminated, then Ms. Johnson would be entitled to receive certain benefits under the agreement including:
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insurance coverage for Ms. Johnson and her family for a period of 18 months concurrent with COBRA coverage;
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outplacement services;
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continued monthly salary payments for a period of 24 months, plus certain bonus amounts that may be payable; and
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an additional bonus payment at the discretion of the Human Resources Committee of our board of directors.
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