Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On March 2, 2020, the Board of Directors of Jason Industries, Inc. (the "Company") approved a retention bonus program pursuant to which the executive officers listed below (the "Executives") received one-time cash retention awards (the "Retention Awards") in the amounts set forth below:

Brian Kobylinski, President and Chief Executive Officer                                $1,000,000
Chad Paris, Senior Vice President and Chief Financial Officer                            $365,000
Timm Fields, Senior Vice President and General Manager - Engineered                      $300,000

Components

Keith Walz, Senior Vice President and General Manager - Industrial                       $300,000
Kevin Kuznicki, Senior Vice President, General Counsel and Secretary                     $330,000
John Hengel, Vice President - Finance, Treasurer and Assistant Secretary                 $160,000

The Retention Awards were paid on March 6, 2020 and are subject to the terms of the corresponding letter agreements, each substantially in the form filed as Exhibit 10 to this current report (the "Retention Agreement"). Pursuant to the Retention Agreement, if the Executive's employment is terminated for a reason other than (i) by the Company without Cause (as defined in the Retention Agreement), (ii) by the Executive due to a Constructive Termination (as defined in the Retention Agreement), or (iii) due to the Executive's death or Disability (as defined in the Retention Agreement), in each case, on or before the earlier of (a) the date on which the Company consummates a Successful Transaction (as such term is defined in the Retention Agreement) and (b) December 31, 2020, the Executive must repay the entirety of the after-tax value of his Retention Award to the Company.

Each Executive's Retention Agreement replaces any other retention bonus opportunity previously provided to such Executive under any agreement with the Company. The Retention Agreements do not modify or replace the current employment agreements with the Executives.

The foregoing description of the Retention Agreement is not complete and is qualified in its entirety by reference to the full text of the form of Retention Agreement, a copy of which is filed herewith as Exhibit 10 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.



Exhibit No.  Description
  10     F    orm Retent    ion Agreement

                                       1

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