Item 5.02 Departure of Directors or Certain Officers; Election of Directors;

Appointment of Certain Officers; Compensatory Arrangements of Certain

Officers.

On February 10, 2020, Commercial Metals Company (the "Company") announced that the Company and Paul K. Kirkpatrick, Vice President, General Counsel and Corporate Secretary of the Company, mutually agreed that Mr. Kirkpatrick would separate from his position as an officer of the Company effective February 4, 2020 and that his employment with the Company would terminate effective March 31, 2020 (the "Separation Date") to allow for the orderly transition of Mr. Kirkpatrick's duties.

In connection with his departure, the Company and Mr. Kirkpatrick entered into a Separation and Release Agreement (the "Agreement") on February 28, 2020. The Agreement will become effective, enforceable and irrevocable on the eighth day after the date on which it was executed by Mr. Kirkpatrick (the "Effective Date"). The Agreement supersedes the Amended and Restated Commercial Metals Company Executive Employment Continuity Agreement, dated as of November 1, 2013, between Mr. Kirkpatrick and the Company (the "EECA"), except with regard to Mr. Kirkpatrick's confidentiality, non-competition and non-solicitation obligations in Article X of the EECA. In addition, Mr. Kirkpatrick has agreed to certain ongoing cooperation obligations contained in the Agreement, including providing transition services to the Company through the Severance Period (as defined below).

In consideration for Mr. Kirkpatrick's release and waiver of claims and agreement to comply with the non-competition and non-solicitation obligations referenced in the Agreement, the Company agreed, among other things, to provide Mr. Kirkpatrick: (i) an aggregate amount equal to $360,000 in two equal lump sum payments (the "Severance Payments") as follows (a) $180,000 to be paid to Mr. Kirkpatrick on the Company's regular payroll date immediately following the execution of the release of claims set forth in the Agreement and (b) $180,000 to be paid to Mr. Kirkpatrick on the Company's regular payroll date following October 1, 2020 (the period from the Effective Date of the Agreement to the final payment of the Severance Payments, the "Severance Period"); (ii) Mr. Kirkpatrick's prorated fiscal year 2020 annual performance bonus, at Target, as approved by the Company's Compensation Committee; (iii) twenty days of accrued, unused vacation pay on the Company's regular payroll date immediately following the Separation Date; and (iv) for a period of eight months following the Separation Date, reimbursement by the Company for the monthly premium for health benefit coverage pursuant to the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended ("COBRA") paid by Mr. Kirkpatrick for himself and his eligible dependents for COBRA coverage under the Company's group health plan.

The foregoing summary of the Agreement does not purport to be complete and is qualified in its entirety by the full text of the Agreement itself, a copy of which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.




(d) Exhibits



  10.1        Separation and Release Agreement, dated as of February 28, 2020, by
            and between Commercial Metals Company and Paul K. Kirkpatrick.

  104       Cover Page Interactive Data File (embedded within the Inline XBRL
            document).

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