Acceleration, Clawbacks and parachute protection. We were able to negotiate special protections the CEO’s equity package in the event he was not fully vested at the time of a change of control. These included both acceleration on change in control but also clawbacks to allow some acceleration even if a change of control occurred after his termination. We also achieved protections to the Executive in the event excessive payments on a change of control triggered parachute payments exposure.
Board protections and recruitment. We also succeeded in enhancing O&D insurance adding tail coverage for his role as director as well as officer and gained further rights to ehance his role in Board recruitment.
Change of control to single trigger. Our negotiations eliminated the prior double trigger for severance after a change of control so after a period the Executive could himself trigger severance.
Stockholder rights agreement: We negotiated a stockholder rights agreement with piggy back registration rights, information rights and cash-out (put) rights for all shares acquired.
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