Employment and Separation Agreements with Linda Heasley, Our Former President and Chief
Executive Officer
We entered into an employment agreement with Ms. Heasley, which provided for the following compensation:
(i) an annual base salary of $900,000; (ii) eligibility to receive an annual bonus with a target of 100% of her base salary; (iii) up to $150,000 in aggregate moving and housing expenses for up to 12 months related to
Ms. Heasleys relocation from Atlanta, Georgia to Quincy, Massachusetts; and (iv) reimbursement of up to $20,000 in legal and consulting fees related to the negotiation of her employment agreement and related arrangements. In
addition, the Company also agreed to grant a sign-on equity award to Ms. Heasley on her start date with a grant date fair market value of $6,000,000. Seventy percent of the award was granted in the
form of RSUs and 30% of the award was granted in the form of stock options. In addition, Ms. Heasley is entitled to reimbursement for expenses reasonably incurred in connection with an annual physical with a provider of her choice and up
to $25,000 of professional fees incurred in connection with income tax planning and return preparation per year.
On December 4,
2019, the Company entered into a separation agreement with Ms. Heasley, which provides that Ms. Heasleys departure from the Company will be treated as a termination of employment by the Company without Cause for all
purposes under her employment agreement. The separation agreement also provides that Ms. Heasley will make herself reasonably available as may be requested by the Chief Executive Officer or our Board of Directors from time to time to cooperate
with matters that pertain to her past employment with the Company.
Ms. Heasleys employment with the Company terminated,
effective as of December 4, 2019. See Estimated Payments Upon Termination of Employment of Change in Control for a discussion of Ms. Heasleys payments received in connection with her termination of employment.
Offer Letter Agreement with Mark Webb, Our Chief Financial Officer
We are party to an offer letter, which became effective on April12, 2019, with Mr. Webb, to serve as Executive Vice President, Chief
Financial Officer. Pursuant to the terms of the offer letter Mr Webb is entitled to the following compensation (i) an annual base salary of $600,000; (ii) a one-time
sign-on bonus of $100,000; and (iii) eligibility to receive an annual bonus with a target of 70% of Mr. Webbs base salary and up to 200% of his target bonus for exceptional performance (with a
guaranteed bonus for fiscal year 2019 of no less than $318,462, which represents his target bonus prorated for the partial year of employment). In addition, the Company also agreed to grant a sign-on equity
award in the form of restricted stock units to Mr. Webb on his start date with a grant date fair market value of $700,000., which vest in equal installments on each of the first four anniversaries of the date of grant. Mr. Webb will also
receive in a guaranteed Annual Incentive Plan payment of $319,846, which represents his prorated bonus for fiscal 2019 at the target of 70%.
Mr. Webbs offer letter includes customary terms and conditions, including confidentiality and assignment of intellectual property
provisions, a 12-month post-employment prohibition on competition, a 12-month post-employment prohibition on solicitation of customers, and a 12-month post-employment prohibition on solicitation of employees, agents, or contract workers with whom Mr. Webb had material business contact during the course of her employment.
Mr. Webb is also entitled to severance upon certain terminations of employment, as described below under Potential Payments Upon
Termination of Employment or Change in Control.
Employment Agreement with Brian Beitler, Our Executive Vice President, Chief
Marketing and Brand Development Officer
We are party to an offer letter, which became effective on August 2, 2018, with Brian
Beitler to serve as Executive Vice President, Chief Marketing and Brand Development Officer. The offer letter provides that Mr. Beitler will report to the Chief Executive Officer.
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