EZCORP, INC. Item 5.02 - Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
(b)(c) Effective July 6, 2020,
Officer (principal executive officer) and a member of the Company's Board
of Directors. A copy of the Company's press release, dated July 6, 2020 ,
announcing such appointment is furnished as Exhibit 99.1 to this report.
• Annual short-term incentive (STI) bonus target of 150% of base
salary. The STI bonus for fiscal 2020 will be prorated to reflect
the increased target effective upon his appointment as Chief
Executive Officer, with a guaranteed minimum of $875,000 (which was
included in the terms of his original offer as President and Chief
Financial Officer). He has already received 50% of the guaranteed
minimum in the form of a restricted stock award that vests on
February 28, 2021 (the first anniversary of his original start
date). The remaining 50% of the guaranteed minimum, plus any
additional earned amount, will be paid in cash at the time that
fiscal 2020 STI bonuses are payable to the other executive officers.
• Annual long-term incentive (LTI) award target of 150% of base
salary. Currently, the Company's LTI awards are made in the form of
performance-based restricted stock units that vest at the end of a
three-year performance period subject to the achievement of
specified performance goals based on net income and earnings per
share. The number of units awarded to Mr. Kulas for fiscal 2020 will
be determined by dividing his LTI target amount (which will be
prorated to reflect the increased target effective upon his
appointment as Chief Executive Officer) by $6.46 , the closing
trading price of the Company's Class A Non-Voting Stock on September
30, 2019 .
• Commuting assistance between Dallas and Austin for a period of two
years, including temporary housing accommodations in Austin .
• Other benefits, including executive healthcare and retirement,
generally made available to the Company's other executive officers.
Mr. Kulas will also be entitled to the following severance benefits (in lieu of
the severance benefits associated with his position as President and Chief
Financial Officer): If Mr. Kulas' employment is terminated without cause (or by
Mr. Kulas for good reason), he will receive payments equal to 12 months of base
salary and continued healthcare benefits. Severance will not apply in the event
that Mr. Kulas voluntarily resigns (other than a resignation for good reason as
noted above).
Mr. Kulas' continued employment, including the payment of all related
compensation and benefits, is subject to his continuing compliance with certain
restrictive covenants regarding confidentiality, non-competition and
non-solicitation of employees and suppliers.
Stuart I. Grimshaw resigned from his position on the Company's Board of
Directors effective July 5, 2020 , and with the appointment of Mr. Kulas as Chief
Executive Officer as described above, relinquished the position of Chief
Executive Officer and assumed the position of Special Advisor to the CEO and
Board, with such duties and responsibilities as may be determined from time to
time by the Board of Directors. The compensation related to Mr.
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Grimshaw's position as Special Advisor, as well as the compensatory details associated with the termination of his role as Chief Executive Officer, have not yet been determined. The Company will file an amendment to this Current Report on Form 8-K to report those details after they have been finalized. Item 7.01 - Regulation FD Disclosure OnJuly 6, 2020 , the Company issued a press release announcing the appointment ofJason A. Kulas as Chief Executive Officer. A copy of that press release is furnished as Exhibit 99.1 to this report. The information set forth, or referred to, in this Item 7.01 shall not be deemed "filed" for purposes of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any registration statement or other filing made byEZCORP under the Securities Act of 1933 or the Securities Exchange Act of 1934, unless such subsequent filing specifically references this Item 7.01 of this Report. Item 9.01 - Financial Statements and Exhibits (d) Exhibits.
99.1 Press Release, dated
A. Kulas as Chief Executive Officer
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