Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e) In connection with the removal of Allan Grafman as Chief Executive Officer
of IDW Media Holdings, Inc. (the "Company"), as previously disclosed in a
Current Report on Form 8-K filed on April 27, 2023 (the "Prior 8-K"), the
Company and Mr. Grafman entered into a Separation and General Release Agreement,
dated May 10, 2023 (the "Grafman Separation Agreement"), which provides, among
other things, that the Company shall pay Mr. Grafman $300,000, of which $75,000
will be paid within seven (7) days following the effective date of the Grafman
Separation Agreement, and the remaining $225,000 will be paid in fourteen (14)
bi-weekly installments in accordance with the Company's regular payroll
schedule. In addition, Mr. Grafman's previously granted option to purchase
26,399 shares of the Company's Class B common stock, par value $0.01 per share,
shall immediately vest and become exercisable at a price of $1.77 per share, and
all other unvested options shall terminate.
The foregoing summary of the Grafman Separation Agreement does not purport to be
complete and is qualified in its entirety by reference to the Grafman Separation
Agreement, a copy of which is filed as Exhibit 10.1 hereto and is incorporated
by reference herein.
In connection with the removal of Brooke Feinstein as Chief Financial Officer of
the Company, as previously disclosed in the Prior 8-K, the Company and Ms.
Feinstein entered into a Separation and General Release Agreement, dated May 9,
2023 (the "Feinstein Separation Agreement"), which provides, among other things,
that the Company shall pay Ms. Feinstein $96,765.68 in ten (10) substantially
equal bi-weekly installments in accordance with the Company's regular payroll
schedule.
The foregoing summary of the Feinstein Separation Agreement does not purport to
be complete and is qualified in its entirety by reference to the Feinstein
Separation Agreement, a copy of which is filed as Exhibit 10.2 hereto and is
incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Document
10.1 Separation and General Release Agreement, dated May 10, 2023, between
the Company and Allan Grafman.
10.2 Separation and General Release Agreement, dated May 9, 2023, between
the Company and Brooke Feinstein
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document)
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