Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On
On
• continued payment of his base salary, at the then-current rate, through the end
of the Transition Period;
• a lump-sum payment equal to fourteen months of base salary at the then-current
rate;
• the full amount of his annual bonus for the fiscal year ending
based on the achievement of performance measures, which bonus is to be paid when annual bonus payments are paid to the Company's executive officers;
• a lump-sum payment equal to the portion of the monthly premium the Company
would pay for 12 months of medical, dental, vision and disability insurance coverages at his enrollment levels for specific coverages then in place;
• full vesting in all time-vesting restricted stock units and stock options, and
continued vesting in the performance vesting restricted stock units based on the Company's performance;
• full contribution to and vesting in the Company's supplemental executive
retirement plan, with respect to the fiscal year ending
• six months of outplacement services; and
• certain other perquisites, such as the executive financial planning and
physical benefits for 2022 and continued use of his company car for a short period following of the Transition Period.
The Transition and Separation Agreement further includes a waiver by
Item 7.01 Regulation FD Disclosure
On
The information set forth in this Item 7.01 and in Exhibit 99.1 is "furnished" under Item 7.01 of Form 8-K. Such information shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Exhibits (d) Exhibits Exhibit No. Description 10.1 Letter agreement datedJanuary 30, 2022 betweenRick T. Dillon andEnerpac Tool Group Corp. 99.1 Press release datedJanuary 31, 2022 104 Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)
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