Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On
In connection with
Under the employment agreement, the Bank and/or the Company may terminate the executive's employment for "cause" (as defined in the agreement) at any time, in which event the executive would have no right to receive compensation or other benefits for any period after the executive's termination of employment. In the event of the executive's involuntary termination of employment other than for cause or voluntary termination for "good reason" (as defined in the agreement), then the executive would be entitled to a severance payment equal to the greater of (1) two times the executive's base salary or (2) the amount of base salary that the executive would have earned had the executive remained employed for the remaining term. The severance payments will be payable in equal installments in accordance with the Bank's regular payroll practices over a two-year period.
In the event of the executive's involuntary termination of employment for a reason other than for cause or upon the executive's voluntary termination for good reason on or within 24 months of a "change in control" of the Company or the Bank (as defined in the agreement), the executive would become entitled to a severance payment in the form of a cash lump sum equal to the sum of three times the executive's base salary plus three times the greater of (1) the executive's average annual cash bonus (but not less than target) for the three annual performance periods preceding the date of the executive's termination of employment or (2) the annual bonus paid to the executive for the most recent annual performance period. The severance payment is payable within 30 days following the date of the executive's termination of employment. In addition, provided that the executive is eligible and timely elects continuing coverage under the Consolidated Omnibus Budget Reconciliation Act of 1986, as amended ("COBRA"), the Bank will pay the
--------------------------------------------------------------------------------
executive consecutive monthly cash payments equal to the monthly COBRA premium for the level of coverage in effect for the executive (including the executive's spouse and dependents) under the Bank's group health plan for 18 months following the executive's termination of employment. Following the 18-month period, if the executive secures an individual policy for health coverage, the Bank will reimburse the executive for the monthly cost of such coverage for the period commencing the first day following the 18-month period and ending the last day of the 36-month period following the executive's date of termination, provided, however, that the amount of such reimbursements for any month will not exceed the monthly cost of COBRA.
Upon termination of the executive's employment (other than following a change in control), the executive will be subject to certain restrictions on the executive's ability to compete or to solicit customers or employees of the Bank and the Company for a period of one year following the date of the executive's termination of employment. The employment agreement also includes provisions protecting the Company's and Bank's confidential business information.
The foregoing description of the employment agreement does not purport to be complete and it is qualified in its entirety by reference to the form of the employment agreement attached hereto as Exhibit 10.1 of this Current Report on Form 8-K and is incorporated by reference into this Item 5.02.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
10.1 Employment Agreement, dated as ofOctober 31, 2022 , by and amongPeapack-Gladstone Financial Corporation ,Peapack-Gladstone Bank andFrank A. Cavallaro 99.1 Press Release, datedOctober 31, 2022
104.1 Cover Page Interactive Data File (embedded within the Inline XBRL document)
--------------------------------------------------------------------------------
© Edgar Online, source