Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On October 21, 2022, Desktop Metal, Inc. (the "Company") appointed Jason Cole as
its Chief Financial Officer and Treasurer. Mr. Cole's employment with the
Company will commence on October 31, 2022, and Mr. Cole will assume the title
Chief Financial Officer and Treasurer and the responsibilities of the company's
principal financial officer and principal accounting officer effective November
10, 2022.
Mr. Cole, 47, joins the Company after 18 years at Analog Devices. Most recently,
Mr. Cole served as Division CFO, Global Operations and Technology from January
2018, and as Division CFO, Industrial, Healthcare, Consumer and IoT from March
2014 to January 2018. His previous roles at Analog Devices spanned financial
leadership positions across several business units including Communications
Infrastructure, Linear & RF, High Speed Converters, and Automatic Test
Equipment. Mr. Cole began his career at Arthur Andersen LLP in the High
Technology Audit practice from 1997 to 2001. Mr. Cole is a Certified Public
Accountant, and holds a B.S. in Accountancy from Bentley University, and an
M.B.A. from Cornell University's Samuel Curtis Johnson Graduate School of
Management.
Pursuant to his offer letter, Mr. Cole will receive an annual base salary in the
amount of $550,000 and will be eligible to participate in the Company's annual
bonus program with a target bonus opportunity equal to 100% of his annual base
salary, with the annual bonus for his first year pro-rated based on his start
date. Mr. Cole will receive an initial equity grant of 1,500,000 Restricted
Stock Units under Desktop Metal's 2020 Incentive Award Plan, subject to the
approval of the compensation committee of the board of directors of the Company.
Subject to the approval of the board of directors of the Company, Mr. Cole will
be eligible for an annual equity grant with a value of $600,000 in 2023.
Pursuant to the offer letter, in the event Mr. Cole's employment is terminated
by the Company without cause (as defined in the offer letter), or Mr. Cole
terminates his employment for good reason (as defined in the offer letter),
subject to his execution and non-revocation of a severance agreement containing
a release of claims, he will be entitled to receive his base salary for a period
of six months after termination of his employment and COBRA benefits, if
eligible and he so elects, until the earlier of six months or the date he
becomes eligible for coverage under another employer's plan.
In addition, if, within 12 months following the date of any Change of Control
(as defined in the Company's 2020 Incentive Award Plan) Mr. Cole is terminated
without cause, or he resigns for good reason, his unvested equity awards will
vest immediately prior to such termination or resignation, subject to his
execution of a severance agreement containing a release of claims.
The foregoing description is qualified in its entirety by the offer letter, a
copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and
incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
Exhibit
Number Description
10.1 Offer Letter, dated as of October 21, 2022, by and between Desktop
Metal, Inc. and Jason Cole
104 Cover Page Interactive Data File (formatted as inline XBRL)
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