Amendment to Offer Letter for David G. Bannister as Executive Vice President and CFO of FTI Consulting, Inc.
This amendment updates the employment terms for David G. Bannister at FTI Consulting, Inc. as Executive Vice President and Chief Financial Officer. It sets his base salary at $700,000 per year, outlines bonus opportunities, and provides severance protections if he is terminated without cause or resigns for good reason, with enhanced benefits in the event of a change of control. Additional benefits include a leased automobile, five weeks of paid time off, and standard employee benefits. The employment remains at-will and is based in West Palm Beach, FL.
Exhibit 10.4
 | FTI Consulting Phillips Point West Tower, Suite 1500 777 South Flagler Drive West Palm Beach, FL 33401 main ###-###-####
| |||
| Personal and Confidential | ||||
| www.fticonsulting.com | ||||
June 2, 2010
Mr. David G. Bannister
P.O. Box 3387
Palm Beach, FL 33480
Dear David:
We are delighted to extend to you the following Amended Offer of Employment at FTI Consulting, Inc. (the “Company”). The terms of your employment will be as follows:
Position - Executive Vice President and Chief Financial Officer.
Base Salary - $700,000 per year.
Bonus Opportunity - You will participate in the Section 162(m) bonus program for senior executive officers, with bonus opportunities set annually upon achievement of corporate and individual goals. You will also participate in other bonus programs offered generally to senior executives.
Severance Protection - In the event that you are terminated without Cause or terminate your employment for Good Reason, you will be entitled to a cash payment of (i) your then current base salary plus (ii) $1,100,0000 (the “Severance Payment”). In the event that you are terminated without Cause or terminate your employment for Good Reason coincident with or during the 12-month period after a Change of Control, you will be entitled to a cash payment equal to two times (2X) the Severance Payment.
Leased Automobile - You will be provided a three-year leased automobile of your choice, with a monthly lease payment of up $3,000 per month, subject to the Company’s policy and practices regarding leased automobiles. The Company may review and revise its policy and practices from time to time, and if should this benefit be terminated, reasonable alternatives will be proposed.
Paid Time Off - You will be entitled to five weeks of paid time off annually. Paid time off is not an accrued benefit and unused time is not rolled over from year to year or paid out upon employment termination.
Benefits - You will be eligible for standard employee benefits as described in the Company’s Employee Benefit Summary.
Principal Place of Employment - West Palm Beach, FL. In the event you are required to move your principal place of employment to a location other than West Palm Beach, FL, you will be entitled to terminate your employment for Good Reason.
Mr. David G. Bannister
June 2, 2010
Page 2
Employment at Will - You will be an employee-at-will. Employment may be terminated by either party for any reason at any time, with or without cause.
Definitions - For purposes of this Amended Offer of Employment, Cause, Good Reason and Change of Control are defined as provided in the Company’s employment agreements with its Chief Executive Officer, except that Change of Control shall not constitute Good Reason.
We are very enthusiastic about your continued employment. In the position of Executive Vice President and Chief Financial Officer, you will report directly to the Company’s CEO.
Yours truly,
| /S/ JACK B. DUNN, IV | ||||
| Jack Dunn | ||||
| President & Chief Executive Officer | ||||
| Accepted and Agreed: | ||||
| /S/ DAVID G. BANNISTER | June 3, 2010 | |||
| David G. Bannister | Date | |||
