Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On June 3, 2022, the Board of Directors (the "Board") of Redbox Entertainment
Inc. (the "Company") approved and adopted the Redbox Key Employee Retention Plan
(the "KERP"), which will provide certain Company employees with awards totaling
$3,600,000. KERP participants will receive payments in two equal installments,
the first to occur within 30 days following the closing of the Company's
previously announced merger with Chicken Soup for the Soul Entertainment Inc.
("CSSE") and the second to occur within 30 days following the date that is 60
days after the closing of the CSSE merger. Refer to the Company's Current Report
on Form 8-K filed with the Securities and Exchange Commission on May 11, 2022
for additional information regarding the CSSE merger. Payment of either
installment is subject to continued employment through the respective payment
date, except that if any KERP participant is terminated without cause by either
the Company or CSSE (as determined by the Company in its sole discretion) prior
to either payment date, then payment of the outstanding balance of the
respective KERP award shall be made to the terminated participant within 30 days
following the date of such termination. The participant will forfeit the
remaining balance of his or her KERP award if the participant is terminated for
cause or voluntarily terminates his or her employment with the Company. The KERP
was formulated with the input and based upon the recommendations of the
independent compensation consultant of the Compensation Committee of the Board.
The following sets forth the individual amounts awarded under the KERP to the
Company's Named Executive Officers: for Galen Smith, $550,000, for Jason Kwong,
$300,000 and for Michael Chamberlain $250,000.
Named Executive Officer Retention Award Amount
Smith, Galen C. $ 550,000
Kwong, Jason K. $ 300,000
Chamberlain, Michael D. $ 250,000
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