Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 18, 2021, in connection with Angela Strand's appointment as the
Executive Chair of the Board of Directors (the "Board") of Lordstown Motors
Corp. (the "Company"), Ms. Strand and the Company entered into a letter
agreement (the "Strand Letter Agreement") which has a five month term and
provides for a monthly salary of $100,000.
On June 18, 2021, in connection with Ms. Ritson-Parsons' appointment as the
Company's Chief Operating Officer, Ms. Ritson-Parsons and the Company entered
into an employment agreement (the "Ritson-Parsons Employment Agreement")
pursuant to which Ms. Ritson-Parsons will receive an annual salary of $400,000
and a one-time signing bonus of $100,000. Under Ms. Ritson-Parsons' employment
agreement, if her employment is terminated by the Company without "cause" or by
Ms. Ritson-Parsons for "good reason" during the period commencing on or after
the date that the Company enters into a definitive agreement that results in a
change of control (provided that the change of control actually occurs) and
ending on the date which is 12 months following the change of control, Ms.
Ritson-Parsons is entitled to receive, subject to her execution and
non-revocation of a general release of claims, an amount equal to 12 months of
base salary, any actual bonus earned but unpaid as of the date of termination, a
prorated target bonus for the year of termination, accelerated vesting of all
outstanding and unvested equity awards and 12 months of continued health
insurance coverage. If Ms. Ritson-Parsons' employment is terminated by the
Company other than for cause or due to her resignation for good reason, in
either case, in the absence of a change in control, she will receive, subject to
her execution and non-revocation of a general release of claims, her base salary
for a period of six months and 12 months of continued health insurance coverage.
Pursuant to her employment agreement, Ms. Ritson-Parsons is also subject to
certain restrictive covenants, including (i) perpetual confidentiality and
non-disparagement covenants, (ii) an assignment of inventions covenant and (iii)
non- competition and customer and employee non-solicitation covenants during and
for the two-year period following any termination of employment.
In addition, on June 18, 2021, the Company entered into an amended and restated
employment agreement (the "Schmidt Employment Agreement") with Rich Schmidt, the
President of the Company.
The foregoing summary of the Strand Letter Agreement, the Ritson-Parsons
Employment Agreement and the Schmidt Employment Agreement are qualified in their
entirety by reference to the agreements themselves, which are attached to this
Current Report as Exhibits 10.1, 10.2 and 10.3, respectively, and which are
incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
The following exhibits are filed as part of this Current Report on Form 8-K:
Exhibit No. Description
10.1 Letter Agreement, dated as of June 18, 2021, between Angela Strand
and Lordstown Motors Corp.
10.2 Employment Agreement, dated as of June 18, 2021, between Jane
Ritson-Parsons and Lordstown Motors Corp.
10.3 Amended and Restated Employment Agreement, dated June 18, 2021
between Rich Schmidt and Lordstown Motors Corp.
104 Cover Page Interactive Data File (formatted as inline XBRL and
contained in Exhibit 101)
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