AppFolio Inc.
11/21/2024 | Press release | Distributed by Public on 11/21/2024 15:07
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.
(e) Former Chief Financial Officer Separation Agreement
As previously disclosed on October 24, 2024, Fay Sien Goon, the former Chief Financial Officer of AppFolio, Inc. (the "Company"), notified the Company's Board of Directors (the "Board") on October 23, 2024 of her plans to depart the Company effective as of October 25, 2024 (the "Separation Date").
In connection with Ms. Goon's departure, the Compensation Committee of the Board has approved, and the Company and Ms. Goon have entered into, a Separation Agreement, dated as of November 8, 2024 (the "Separation Agreement"), which became effective on November 16, 2024 (the "Effective Date"). Pursuant to the Separation Agreement, Ms. Goon will receive the following separation benefits: (i) an amount equal to $450,000, which represents 12 months of Ms. Goon's base salary, payable in a lump sum on the Company's first regularly scheduled pay date following the 60th day following the Effective Date; (ii) an amount equal to $367,397.26, which represents a pro-rated portion of Ms. Goon's annual bonus under the Company's Corporate Bonus Program for the Company's fiscal year 2024, payable in a lump sum on the Company's first regularly scheduled pay date following the 60th day following the Effective Date; (iii) subject to and conditioned upon Ms. Goon's valid and timely election to receive continuation coverage pursuant to the Consolidated Omnibus Budget Reconciliation Act of 1985, as amended, and, if applicable, any state continuation coverage laws (collectively, "COBRA"), the Company will pay or reimburse Ms. Goon for the monthly COBRA premiums for her and her covered dependents (if any) during the period commencing on the Separation Date and ending on the earlier to occur of (x) 12 months following the Separation Date and (y) the date that Ms. Goon ceases to be eligible for continuation coverage under COBRA; (iv) an extension of Ms. Goon's participation in the Company's Executive Medical Reimbursement Program in effect as of the Separation Date until the earlier to occur of (x) March 31, 2025 and (y) the date on which she ceases to be eligible for continuation coverage under COBRA; and (v) Ms. Goon's time-based restricted stock units and performance-based restricted stock units that were outstanding and unvested as of the Separation Date have been treated in accordance with the Equity Award Treatment (as defined in that certain employment agreement by and between Ms. Goon and the Company, dated as of September 15, 2021).
Ms. Goon's receipt of the aforementioned separation benefits is conditioned upon the effectiveness of a general release of claims in favor of the Company (and certain of its affiliates and related parties) that is included within the Separation Agreement, as well as her continued compliance with certain customary restrictive covenants included in the Separation Agreement and that certain Fair Competition and Proprietary Information Protection Agreement previously entered into by and between Ms. Goon and the Company.
The foregoing summary of the Separation Agreement is qualified in its entirety by reference to the full text of the Separation Agreement, which is filed hereto as Exhibit 10.1 and incorporated herein by reference.