Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective as of September 1, 2022, VOXX International Corporation ("the
Company") entered into amendments to its employment agreements with each of Mr.
Lavelle, CEO; Mr. Charles M. Stoehr, Senior V.P. and CFO; Ms. Loriann Shelton,
Senior V.P. and COO; T. Paul Jacobs, President and CEO Klipsch Group, Inc.; Ian
Geise, President, VOXX Accessories Corp.; and Oscar Bernardo, COO Klipsch Group,
Inc. The amendments were entered into in conformity with the Company's cost
savings actions. The following description of each of the amendments to the
employment agreements does not purport to be a complete statement of the
parties' rights and obligations under the respective amendments and is qualified
in its entirety by reference to the amendments which will be filed as exhibits
to the Company's Form 10-Q for the quarter ended August 31, 2022.
(i) Mr. Lavelle has entered into an amendment effective September 1, 2022 to his
employment agreement dated July
8, 2019 as previously amended (the "Lavelle Employment Agreement") which
provides for a 20% reduction in his Base Salary. Section 3a of the Lavelle
Employment Agreement was amended to reduce the Executive's Base Salary from
$1,000,000 (the "Original Base Salary") to $800,000 (the "Reduced Base Salary").
Such reduction shall remain in place until such time as the Chief Executive
Officer of the Company in consultation with the Company's Board of Directors
determines that it is financially prudent and in the best interest of the
Company to restore the Reduced Base Salary to the Original Base Salary.
(ii) Mr. Stoehr has entered into an amendment effective September 1, 2022 to his
employment agreement dated July
8, 2019 as previously amended (the "Stoehr Employment Agreement") which provides
for a 20% reduction in his Base Salary. Section 3a of the Stoehr Employment
Agreement was amended to reduce the Executive's Base Salary from $400,000 (the
"Original Base Salary") to $320,000 (the "Reduced Base Salary"). Such reduction
shall remain in place until such time as the Chief Executive Officer of the
Company determines that it is financially prudent and in the best interest of
the Company to restore the Reduced Base Salary to the Original Base Salary.
(iii) Ms. Shelton has entered into an amendment effective September 1, 2022 to
her employment agreement dated
July 8, 2019 as previously amended (the "Shelton Employment Agreement") which
provides for a 20% reduction in her Base Salary. Section 3a of the Shelton
Employment Agreement was amended to reduce the Executive's Base Salary from
$450,000 (the "Original Base Salary") to $360,000 (the "Reduced Base Salary").
Such reduction shall remain in place until such time as the Chief Executive
Officer of the Company determines that it is financially prudent and in the best
interest of the Company to restore the Reduced Base Salary to the Original Base
Salary.
(iv) Mr. Jacobs has entered into an amendment effective September 1, 2022 to his
employment agreement dated
February 3, 2011 as previously amended (the "Jacobs Employment Agreement") which
provides for a 20% reduction in his Base Salary. Section 3a of the Jacobs
Employment Agreement was amended to reduce the Executive's Base Salary from
$500,000 (the "Original Base Salary") to $400,000 (the "Reduced Base Salary").
Such reduction shall remain in place until such time as the Chief Executive
Officer of the Company determines that it is financially prudent and in the best
interest of the Company to restore the Original Base Salary.
(v) Mr. Geise has entered into an amendment effective September 1, 2022 to his
employment agreement dated
March 1, 2016 as previously amended (the "Geise Employment Agreement") which
provides for a 20% reduction in his Base Salary. Section 3a of the Geise
Employment Agreement was amended to reduce the Executive's Base Salary from
$337,000 (the "Original Base Salary") to $269,600 (the "Reduced Base Salary").
Such reduction shall remain in place until such time as the Chief Executive
Officer of the Company determines that it is financially prudent and in the best
interest of the Company to restore the Original Base Salary.
(vi) Mr. Bernardo has entered into an amendment effective September 1, 2022 to
his employment agreement dated
August 8, 2006, as previously amended (the "Bernardo Employment Agreement")
which provides for a 20% reduction in his Base Salary. Section 2.1 of the
Bernardo Employment Agreement was amended to reduce the Executive's Base Salary
from CAD $425,000 (the "Original Base Salary") to CAD $340,000 (the "Reduced
Base Salary"). Such reduction shall remain in place until such time as the Chief
Executive Officer of the Company determines that it is financially prudent and
in the best interest of the Company to restore the Original Base Salary.
A copy of each of the Amendments will be attached as an Exhibit to the Company's
Form 10-Q for the fiscal quarter ended August 31, 2022.
--------------------------------------------------------------------------------
© Edgar Online, source Glimpses
VOXX INTERNATIONAL CORPORATION 
