AGREEMENT dated as of the 5th day of August 2020 between SMITH & WESSON BRANDS, INC. (Company) and JEFFREY D. BUCHANAN (JDB).
JDB has served as Executive Vice President, Chief Financial Officer, Chief Administrative Officer, and Treasurer of the Company for a number of years.
JDB advised Company of his intension to retire from all his positions with Company and its subsidiaries and affiliates effective with the completion of the spin-off of Companys outdoor products and accessories business (the Separation).
JDB is a party to an Amended and Restated Severance and Change in Control Agreement dated December 8, 2011 (the Severance Agreement). Section 2 and 3 of the Severance Agreement set forth certain results following a termination for Cause and following a Change in Control as such terms are defined in the Severance Agreement.
JDBs separation from Company will be as a result of a retirement rather than for Cause or following a Change in Control. Company, however, recognizes the long and valuable services provided by JDB to the Company. As a result, Company desires to provide certain benefits to JDB in connection with his retirement.
NOW, THEREFORE, in consideration of the premises and the mutual covenants set forth in this Agreement, the parties hereto agree as follows:
1. The restricted stock units (RSUs) held by JDB shall be accelerated upon the execution of this Agreement and the underlying shares of Company Common Stock shall be issued and delivered as of such date.
2. The performance stock units (PSUs) held by JDB shall be accelerated upon the execution of this Agreement and be converted into 50,200 shares of Companys Common Stock, which shall be issued and delivered as of such date.
3. There shall be no holding period on the shares underlying or associated with the accelerated RSUs or PSUs provided that JDB shall not sell any such shares prior to October 1, 2020.
4. JDB hereby tenders his resignation as an officer of Company and, if applicable, as a director and officer of each of its subsidiaries and affiliates effective as of the close of business on August 23, 2020 or such other earlier date as may be accepted by the CEO of Company.
5. JDB shall remain on the payroll of Company until September 30, 2020 to complete the transition of his duties.
6. The period of non-competition set forth in Section 4(b) of the Separation Agreement is hereto extended from 12 months to 24 months.