Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On September 22, 2020, Axalta Coating Systems Ltd. ("Axalta" or the "Company")
and Steven R. Markevich entered into a Separation and Release Agreement (the
"Separation Agreement") pursuant to which Mr. Markevich will cease to serve as
the Company's Executive Vice President and President, Transportation Coatings
and Greater China, effective October 12, 2020.
Pursuant to the Separation Agreement, Mr. Markevich will (1) receive a cash
severance payment in the amount of $1,707,825, payable in 18 monthly
installments, under the terms of the Second Amended and Restated Executive
Restrictive Covenant and Severance Agreement, dated February 20, 2018 (the
"Executive Agreement"), by and among Mr. Markevich, the Company and Axalta
Coating Systems, LLC, (2) receive certain other benefits under the terms of the
Executive Agreement, including a lump sum cash payment in an aggregate amount
equal to 18 months of the applicable monthly premium cost that Mr. Markevich
would be required to pay to continue qualifying health coverage under COBRA, (3)
remain eligible to earn his full annual cash bonus for 2020, based on Axalta's
performance for the full year, as determined by the Compensation Committee of
the Company's Board of Directors, and the individual performance component at
target, and (4) receive a lump sum cash payment in the amount of $450,000. Mr.
Markevich will remain an employee of the Company through November 2, 2020 to
facilitate an orderly transition of his responsibilities. Following the
termination of his employment, he will be bound by the non-competition and other
restrictive covenants in the Executive Agreement.
The foregoing description of the Separation Agreement and the Executive
Agreement does not purport to be complete and is qualified in its entirety by
reference to the full text of the Separation Agreement, which the Company
intends to file with its Quarterly Report on Form 10-Q for the quarter ending
September 30, 2020, and the Executive Agreement, the form of which was
previously filed with the SEC on February 22, 2018 as Exhibit 10.57 to the
Company's Annual Report on Form 10-K (File No. 001-36733).
Item 7.01. Regulation FD Disclosure.
On September 23, 2020, Axalta issued a press release announcing Mr. Markevich's
departure and the new leadership of Axalta's Transportation Coatings business.
The press release is furnished as Exhibit 99.1 to this Item 7.01. The
information furnished with this Current Report, including Exhibit 99.1, shall
not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act
of 1934, as amended, or otherwise subject to the liabilities of that section,
nor shall it be deemed incorporated by reference into any other filing under the
Securities Act of 1933, as amended, except as expressly set forth by specific
reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.   Description

99.1            Press release dated September 23, 2020
104           Cover Page Interactive Data File (embedded within the Inline XBRL document)

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