Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment
of Certain Officers; Compensatory Arrangements of Certain Officers. OnDecember 30, 2020 ,TrueBlue, Inc. (the "Company") announcedRichard Christensen has been promoted to Senior Vice President and Chief Accounting Officer of the Company, effectiveDecember 26, 2020 .Mr. Christensen , age 44, joined the Company in 2015 as Vice President, Controller and has most recently served as Senior Vice President Finance and Corporate Controller. Before joining the Company, he served in a variety of senior financial positions with Itron, Inc. and in the audit practice of the accounting firmDeloitte Touche Tohmatsu Limited . The Company previously provided notice of the transition to retirement ofMr. Christensen's predecessor, Mr.Norman Frey , in an 8-K report onOctober 28, 2019 .Mr. Frey will continue to serve the Company in another role and will be available to assist in an orderly transition of his responsibilities. In connection withMr. Christensen's appointment as Senior Vice President and Chief Accounting Officer, the Company andMr. Christensen amended certain terms of his employment agreement (the "Employment Agreement"). Pursuant to the Employment Agreement,Mr. Christensen earns an annual base salary of$275,000 , and is eligible to receive additional annual compensation consisting of (a) a cash bonus of up to 40% of his base salary, and (b) restricted stock units with a grant date value of up to 40% of his base salary.Mr. Christensen's potential cash bonus and restricted stock unit compensation will be subject to achievement of certain performance objectives. The Employment Agreement does not provide for any specific or minimum term or duration, andMr. Christensen's employment is terminable at will. If the Company terminatesMr. Christensen's employment without Cause, orMr. Christensen voluntarily terminates his employment for Good Reason (each as defined in the Employment Agreement), he will be entitled to receive 100% of his base salary during a one year severance period. In addition, he will be paid a bonus for the year of termination, prorated for the portion of the year worked and subject to actual performance results, and unvested restricted equity awards outstanding at the time of such termination will vest as ifMr. Christensen had worked during the one year severance period. The foregoing descriptions 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 is incorporated by reference herein.Mr. Christensen and the Company are also parties to a Non-Competition Agreement and an Executive Indemnification Agreement, the forms of which have previously been filed by the Company and are referred to in Item 9.01 of this Form 8-K as Exhibit 10.2 and Exhibit 10.3, to this Current Report on Form 8-K and incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
(d)Exhibits Incorporated by Reference Exhibit Number Exhibit Description Filed Herewith Form File No. Date of First Filing
10.1 Employment Agreement, effective January X 27, 2020, by and between TrueBlue, Inc. and Richard Christensen 10.2 Form Non-Competition Agreement, effective 10-K 001-14543 2/24/2020 February 10, 2020, by and between TrueBlue, Inc. and Richard Christensen 10.3 Form Executive Indemnification Agreement, 10-K 001-15543 2/24/2020 effective February 20, 2020, by and between TrueBlue, Inc. and Richard Christensen 104 Cover page interactive data file - The cover page X from this Current Report on Form 8-K is formatted as Inline XBRL
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