Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensation Arrangements of Certain Officers.
On December 18, 2020, the Board of Directors of PASSUR Aerospace, Inc. (the
"Company" or "PASSUR") approved the appointment of Sean Doherty as Executive
Vice President of Finance and Administration of the Company. In this role, Mr.
Doherty will succeed Louis J. Petrucelly, who resigned his positions as Senior
Vice President, Chief Financial Officer of the Company effective as of November
13, 2020, as previously disclosed.
Mr. Doherty, age 48, previously served as Chief Financial Officer of Navblue
Inc. from 2014 until his departure in December 2020. Prior to being named Chief
Financial Officer, Mr. Doherty held the position of Vice President Finance at
Navtech, predecessor company to Navblue, from 2011 to 2014, and was Director of
Finance/Corporate Controller at Navtech from 2007 to 2011. Prior to joining
Navtech, Mr. Doherty worked at Photowatt Technology (a division of ATS
Automation), Look Communications, and D&B Receivable Management Services in
various senior finance roles.
In connection with Mr. Doherty's appointment as Executive Vice President of
Finance and Administration of the Company, the Company and Mr. Doherty have
entered into an employment agreement, effective December 14, 2020 (the
"Employment Agreement"). Pursuant to the Employment Agreement, Mr. Doherty will
receive an annual salary of CAD $260,000. He will also be eligible to receive a
grant of options to purchase 100,000 shares of common stock of the Company under
the Company's 2019 Stock Incentive Plan, which will have a vesting period of
five years and an exercise price equal to the closing price of PASSUR's common
stock on his first full day of employment with the Company. In addition, Mr.
Doherty will be eligible for employee benefits under the Company's benefit
plans, including health and life insurance benefits, in accordance with his
Canadian employee benefits and commensurate with PASSUR's standard employee
benefits for executive officers. In connection with his employment with the
Company, the Company and Mr. Doherty have also entered into a restrictive
covenant agreement, pursuant to which Mr. Doherty has agreed to be bound by
certain customary restrictive covenants, including confidentiality,
non-competition and non-solicitation covenants.
The foregoing description of the Employment Agreement is qualified in its
entirety by reference to the full text of the Employment Agreement, a copy of
which is filed herewith as Exhibits 10.1 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d)Exhibits
Exhibit NumberDescription
10.1Employment Agreement, effective as of December 14, 2020, between PASSUR
Aerospace, Inc. and Sean Doherty.
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