Compass Diversified Holdings
09/17/2024 | Press release | Distributed by Public on 09/17/2024 06:24
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
On August 26, 2024, Compass Group Diversified Holdings LLC (the "Company") and Compass Diversified Holdings (the "Trust") (NYSE: CODI) announced the departure of Ryan J. Faulkingham as the Chief Financial Officer of the Company and as a regular trustee of the Trust, each effective as of August 30, 2024. Mr. Faulkingham's separation was a termination without cause under his Employment Agreement, dated November 30, 2013 (the "Employment Agreement"), between Mr. Faulkingham and Compass Group Management, LLC (the "Manager"). Mr. Faulkingham's employment with the Manager also ended as of August 30, 2024 and, as of that same day, Mr. Faulkingham resigned from all officer and director positions he held with the Manager, the Company and the Trust and their respective affiliates (including any committee thereof).
In connection with Mr. Faulkingham's separation, on September 12, 2024 (the "Agreement Date"), the Manager and Mr. Faulkingham entered into a Separation Agreement and General Release (the "Separation Agreement"). Pursuant to the Separation Agreement, Mr. Faulkingham will be entitled to his accrued and unpaid salary through August 30, 2024, plus, his accrued and unpaid vacation, plus, any authorized but unreimbursed business expenses. In addition, Mr. Faulkingham will be entitled to receive (i) Five Hundred Thousand Dollars ($500,000.00), which equals twelve (12) months' salary at Mr. Faulkingham's base salary rate as of August 30, 2024, plus (ii) Five Hundred Seventy Five Thousand Dollars ($575,000.00), which equals the discretionary bonus paid to Mr. Faulkingham for 2023. The Manager has also agreed, from November 1, 2024 until the earlier of December 31, 2025 or the date Mr. Faulkingham becomes eligible for group health benefits with another employer, to reimburse Mr. Faulkingham for premium payments related to continued health coverage for Mr. Faulkingham and his eligible dependents.
As part of the Separation Agreement, Mr. Faulkingham has agreed to provide transition services for a sixty (60) day period, for which he will be compensated Three Hundred Thousand Dollars ($300,000.00). Mr. Faulkingham has also agreed, subject to certain exceptions, to waive claims against the Manager, the Company and Trust related to his employment relationship with the Manager.
This summary of the Separation Agreement does not purport to be complete and is subject to and qualified in its entirety by reference to the full text of the Separation Agreement, included as Exhibit 10.1 to this filing. Exhibit 10.1 is incorporated by reference into this Item 5.02.
Section 9 Financial Statements and Exhibits