Paramount Global
11/21/2024 | Press release | Distributed by Public on 11/21/2024 15:28
Management Change/Compensation Form 8 K
|
Item 5.02
|
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
|
Pursuant to the Transaction Agreement, dated as of July 7, 2024, by and among Paramount Global (the "Company"), Skydance Media, LLC, New Pluto Global, Inc. and the other parties thereto (the "Transaction Agreement") and in connection with the transactions contemplated thereby (the "Transactions"), on November 15, 2024, the Compensation Committee of the Company's Board of Directors adopted a cash-based transaction award program pursuant to the Transaction Agreement (the "Transaction Award Program"). The purpose of the awards under the Transaction Award Program (each, a "Transaction Award") is to ensure the successful operation of the Company during the period prior to the completion of the Transactions and to promote the retention of certain key employees through the closing date of the Transactions (the "Closing Date"). Payment of each Transaction Award is conditioned on closing of the Transactions.
Doretha F. Lea, Executive Vice President, Global Public Policy and Government Relations, and Nancy Phillips, Executive Vice President, Chief People Officer, each have been awarded the opportunity to receive payment of a $1,000,000 Transaction Award on the Closing Date, representing 100% of the applicable executive's annual base salary as of November 15, 2024, subject to the terms and conditions described in the recipients' Transaction Award Program participant letter agreement (the "Award Letter").
The foregoing description of the Transaction Award Program does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the form of Award Letter, which is attached as Exhibit 10.1 hereto and incorporated herein by reference.