Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
(e) On
Name of NEO PositionKevin P. Stevenson Chief Executive OfficerPeter M. Graham Chief Financial OfficerChristopher B. Graves Global Investment and Analytics OfficerSteven C. Roberts Global Operations Officer
The Employment Agreements, which are effective
•supersede prior employment agreements with each NEO that expiredDecember 31, 2020 ; •expire onDecember 31, 2023 , unless terminated earlier, in accordance with their terms; •provide that each NEO is eligible to receive equity awards under the Company's Omnibus Incentive Plan; •provide for payments to each NEO in the event of disability and to each NEO's beneficiaries in the event of death; •condition receipt of severance payments upon execution of a general release in a form approved by the Company; •provide for no severance payments if the NEO is terminated for Cause (as defined in the Employment Agreements) or voluntarily terminates employment when such termination is not a Constructive Termination (as defined in the Employment Agreements); and •include customary provisions related to non-solicitation, non-competition and confidentiality.
The Employment Agreements provide that the minimum base salary and annual bonus
target for
Under the terms of the Employment Agreements, if an NEO's employment is terminated by the Company without Cause or by the NEO due to a Constructive Termination and the termination occurs outside the Change in Control Protection Period (as defined in the Employment Agreement), the NEO will be paid the following:
(1) the greater of the then current base salary or the minimum base salary due
under the remaining term of the Employment Agreement for Messrs. Graham, Graves
and Roberts and the greater of two times the then current base salary or the
minimum base salary due under the remaining term of the Employment Agreement for
(2) the target annual bonus for the year in which the termination occurs for
Messrs. Graham, Graves and Roberts and two times the target annual bonus for the
year in which the termination occurs for
(3) Consolidated Omnibus Budget Reconciliation Act ("COBRA") premium reimbursements for up to 18 months.
In cases where an NEO's employment is terminated by the Company without Cause or by the NEO due to a Constructive Termination and the termination occurs during the Change-in-Control Protection Period, the NEO will be paid the following:
(1) the greater of 1.5 times the then current base salary or the minimum base
salary due under the remaining term of the Employment Agreement for Messrs.
Graham, Graves and Roberts and two times the then current base salary or the
minimum base salary due under the remaining term of the Employment Agreement for
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(2) 1.5 times the target annual bonus for the year in which the termination
occurs for Messrs. Graham, Graves and Roberts and two times the target annual
bonus for the year in which the termination occurs for
(3) COBRA premium reimbursements for up to 18 months.
The foregoing summary description of the Employment Agreements is not complete and is qualified entirely by reference to the actual text of the form of Employment Agreement, a copy of which is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits (d) Exhibits 10.1 Form of Employment Agreement betweenPRA Group, Inc. and Certain Executives effectiveJanuary 1, 2021 . 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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