Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On October 14, 2021, the Compensation Committee of the Board of Directors of
Sonim Technologies, Inc. (the "Company") approved an employment letter agreement
between the Company and Robert Tirva, the Company's President, Chief Financial
Officer and Chief Operating Officer (the "Employment Agreement"). The Employment
Agreement supersedes the employment letter agreement, dated September 9, 2019,
previously entered into between the Company and Mr. Tirva.
The Employment Agreement reflects Mr. Tirva's position as the Company's
President, Chief Financial Officer and Chief Operating Officer and provides that
Mr. Tirva will receive an annual base salary of $400,000. The Employment
Agreement also provides that Mr. Tirva's target annual bonus opportunity is 100%
of his base salary, with the actual annual bonus amount to be determined each
year based on performance against performance targets determined by the Board.
Mr. Tirva is also eligible to participate in the employee benefit plans
generally available to the Company's employees.
The Employment Agreement provides that if Mr. Tirva's employment with the
Company is terminated by the Company without cause or by Mr. Tirva for good
reason, in any such case prior to a change in control or more than 13 months
after a change in control, or due to Mr. Tirva's death or permanent disability,
Mr. Tirva will receive 12 months of continued base salary and reimbursement for
COBRA health insurance premiums for up to 12 months following the date of
termination. If Mr. Tirva's employment with the Company is terminated by the
Company without cause, or if he terminates his employment with the Company for
good reason, in either case at any time within 13 months after a change in
control, Mr. Tirva will receive 18 months of continued base salary,
reimbursement for COBRA health insurance premiums for a period of up to 18
months, 150% of his target bonus for the year of termination (assuming full
achievement, but no over-achievement, of performance targets under the bonus
plan), and accelerated vesting of any then-outstanding options or stock awards
granted by the Company to him. The severance benefits described above would, if
triggered, be conditioned on Mr. Tirva providing the Company with a release of
claims in a form acceptable to the Company. The Employment Agreement also
provides that if Mr. Tirva's employment with the Company is terminated by the
Company without cause, by Mr. Tirva for good reason, or due to his death or
permanent disability, he will receive a pro-rated target annual bonus for the
year in which the termination of employment occurs. For these purposes, "cause,"
"good reason," and "change in control" are defined in the Employment Agreement.
The foregoing description of the Employment Agreement is qualified in its
entirety by reference to the full text of the Employment Agreement, which is
filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein
by this reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description
10.1 Employment Letter Agreement, dated October 14, 2021, by and
between Sonim Technologies, Inc. and Robert Tirva.
104 Cover Page Interactive Data File (embedded within the inline XBRL
document).
--------------------------------------------------------------------------------
© Edgar Online, source Glimpses