Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 9, 2017, the Company amended the employment contracts with Mr. Rick Wall, Chairman and Chief Executive Officer and Mr. Alan R. Mattson, Chief Operating Officer. Mr. Wall’s Amendment extends his agreement to December 31, 2027 and Mr. Mattson’s Amendment extends his agreement to December 31, 2022. Both amendments are effective beginning November 9, 2017 and call for:
1.
Base annual salary of $240,000 and $210,000 for Mr. Wall and Mr. Mattson, respectively.
2.
A tiered bonus ranging from 10% to 50% of base salary determined by earnings before interest, income taxes, depreciation and amortization (“EBITDA”) in excess of $2,000,000 per year.
3.
Deferred compensation for ten years, commencing December 31, 2027 payable in annual installments of $100,000 for Mr. Wall and $50,000 for Mr. Mattson.
4.
Three warrants for 500,000 shares each at exercise prices ranging from $5.00 to $10.00 per share for Mr. Wall, expiring December 31, 2022, December 31, 2024, and December 31, 2017, and one warrant for 250,000 shares at an exercise price of $5.00 per share for Mr. Mattson, which expires December 31, 2022.
The foregoing description of the Amendments to the Employment Agreements is only a summary and does not purport to be complete, and is qualified in its entirety by the terms of the Amendments, which are filed as Exhibits 10.4 and 10.5 to this Current Report on Form 8-K and incorporated by reference herein.
