Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(c) Effective December 9, 2021,
Ms. Karas , age 46, has served as the Company's Senior Vice President, Controller and principal accounting officer sinceJuly 8, 2019 , and as the Company's Treasurer and principal financial officer sinceSeptember 15, 2020 . She previously served as Vice President of Finance forLink Industrial Properties (formerlyGateway Industrial Properties ), aBlackstone platform company, from 2018 to 2019.Blackstone is one of the largest real estate private equity firms in the world. In this role,Ms. Karas was responsible for the budget and forecast of the industrial platform, financial integration of new acquisitions, and the creation of operating tools and reports.Ms. Karas previously worked atIRC Retail Centers from 2000 to 2018, most recently serving as Vice President and Controller and as a member of its Management Committee. In this role, she oversaw corporate accounting,Securities and Exchange Commission reporting, preparation of consolidated financial statements, maintenance of accounting policies and procedures, compliance with the Sarbanes-Oxley Act of 2002 and coordination of annual audits and tax return filings.Ms. Karas earned her Bachelor of Science in Accounting from theUniversity of Illinois at Chicago .
There are no arrangements or understandings between
Ms. Karas will continue to serve as the Company's Treasurer, principal financial officer and principal accounting officer, and she will continue to be subject to the terms of the Offer Letter, datedJune 6, 2019 , by and between the Company andMs. Karas (the "Karas Offer Letter"), the Change in Control and Severance Agreement, dated as ofJuly 8, 2019 , by and between the Company andMs. Karas (the "Karas Change in Control Agreement") and the indemnification agreement by and between the Company andMs. Karas (the "Karas Indemnification Agreement") in substantially the form filed as Exhibit 10.3 to this Current Report on Form 8-K (the "Form Indemnification Agreement"). The Company's Current Report on Form 8-K filed onJuly 12, 2019 provides summaries of the terms of the Karas Offer Letter, the Karas Change in Control Agreement and the Karas Indemnification Agreement, which summaries are incorporated herein by reference. Such summaries of the Karas Offer Letter, the Karas Change in Control Agreement and the Karas Indemnification Agreement are qualified in their entirety by reference to their respective terms. The Karas Offer Letter, the Karas Change in Control Agreement and the Form Indemnification Agreement are filed as Exhibit 10.1, Exhibit 10.2 and Exhibit 10.3, respectively, to this Current Report on Form 8-K. Effective as ofJanuary 1, 2022 , in connection withMs. Karas' appointment as Senior Vice President, Chief Accounting Officer, the Company will increaseMs. Karas' annual base salary from$275,000 to$310,000 . 1 --------------------------------------------------------------------------------
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit Number Exhibit
10.1Offer Letter , datedJune 6, 2019 , by and between
Kimberly A. Karas (incorporated by reference to
Exhibit 10.1 of Company's
Current Report on Form 8-K, filed with the
onJuly 12, 2019 ) 10.2 Change in Control and Severance Agreement, dated as
of
betweenHighlands REIT, Inc. andKimberly A. Karas
(incorporated by reference
to Exhibit 10.2 of Company's Current Report on Form 8-K, filed with theSecurities and Exchange Commission onJuly 12, 2019 ) 10.3 Form of Indemnification Agreement entered into
between
each of its directors and officers (incorporated by
reference to Exhibit 10.5
of Company's Registration Statement on Form 10,
filed with the Securities and
Exchange Commission onMarch 18, 2016 ) 2
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