Separation Agreement, Waiver and General Release
The parties to this confidential Separation Agreement, Waiver, and Release (the Agreement) are Brighthouse Services, LLC, (Brighthouse or the Company) and Anant Bhalla (Participant) (collectively, the Parties).
WHEREAS, Participant was formerly employed by Brighthouse as Chief Financial Officer;
WHEREAS, Participants last day of work was March 14, 2019;
WHEREAS, Participants employment has been terminated in a Qualified Termination as that term is defined in the Brighthouse Services, LLC Executive Severance Pay Plan, effective as of November 19, 2018 (the Plan);
THEREFORE, in consideration of the foregoing, and other good and valuable consideration, the receipt and sufficiency of which the Parties acknowledge, Participant and the Company agree as follows:
1. Within sixty (60) days following receipt of this Agreement signed by Participant, and provided it is not revoked in accordance with Section 19, the Company will pay and provide to Participant Severance Benefits in accordance with Article 3 of the Plan. Any such Severance Benefits required to be paid in cash will be made as a lump sum payment in the amount of one million, six hundred and thirty one thousand, eight hundred and forty five dollars ($1,631,845.00) to Participant, less deductions, including, but not limited to, all applicable federal, state, and local tax withholding.
2. Further, provided this Agreement is signed and not revoked in accordance with Section 19, Company will make a lump-sum payment to Participant in the amount of five hundred thousand dollars ($500,000) less deductions, including, but not limited to, all applicable federal, state, and local tax withholding. The Company will make this payment on or before December 31, 2019.
3. The lump-sum payment amounts in Sections 1 and 2 are considered wages and will be taxable as wages and reported on the Form W-2 issued to Participant for the tax year in which the payment is made. Further, the payments under Sections 1 and 2 of this Agreement will be excluded from benefit eligible earnings for all Brighthouse compensation and benefits purposes including, but not limited to, any bonus and incentive, pension, retirement and welfare plans and arrangements and paid time off allowances.
4. By agreeing that March 14, 2019 will be the Participants last day of work, the Company enabled Participant to receive and the Company has paid Participants 2018 annual short-term incentive bonus on March 13, 2019 in a lump sum cash payment amount of nine hundred and sixty-one thousand four hundred and sixty-four dollars ($961,464), less deductions, including, but not limited to, all applicable federal, state, and local tax withholding. Unlike the payments under Sections 1 and 2 of this Agreement, the payment under this Section 4 will be included in benefit eligible earnings for all applicable Brighthouse compensation and benefits purposes.
5. Separate and apart from the amounts payable or benefits provided under the Plan, the following will be provided in accordance with the terms and conditions of the applicable compensation plan or program, provided this Agreement is signed and not revoked in accordance with Section 19:
(a) Temporary Incentive Deferred Compensation Plan. Participant will become fully vested in the remaining balance of his 2017 award. The amount, timing and form of the actual payment will be governed by and made in accordance with the terms and conditions of the Temporary Incentive Deferred Compensation Plan, and not this Agreement.