Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers
On October 5, 2020, DaVita Inc. (the "Company") and Ms. LeAnne M. Zumwalt, the
Company's Group Vice President, Government Affairs, announced her retirement
from DaVita Inc. after over twenty years of service. In connection with this
announced retirement, Ms. Zumwalt entered into a Transition Agreement on October
1, 2020 (the "Transition Agreement").
Under the terms of the Transition Agreement, Ms. Zumwalt will serve as Group
Vice President, Government Affairs until January 31, 2021 (the "Retirement
Date"). Subject to Ms. Zumwalt's continuous employment with the Company through
the Retirement Date and execution and non-revocation of a release of claims in
favor of the Company, (i) Ms. Zumwalt will be eligible to receive a success
bonus equal to $450,000, subject to the achievement of bonus criteria related to
the transition of her responsibilities to a successor and any special projects
assigned by the Company's Chief Executive Officer or his designee, and (ii) Ms.
Zumwalt will receive $37,500 as reimbursement for the costs of maintaining
health benefits. Ms. Zumwalt will not be eligible for an annual discretionary
performance bonus for 2020 under the Company's Short-Term Incentive Program or
any other bonus program established by the Company. In addition, Ms. Zumwalt
will not be eligible for severance benefits under the Company's Severance Plan
for Directors and Above or under any other severance program established by the
Company.
Under the terms of the Transition Agreement, Ms. Zumwalt has agreed to continue
to be bound by certain restrictive covenants, including, but not limited to,
covenants relating to non-competition, non-solicitation and non-disclosure set
forth in her equity award agreements.
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