Joe Joffrion 2020 Annual Salary and Bonus Target Memorandum
This memorandum outlines the 2020 compensation terms for Joe Joffrion from George A. Mangiaracina. It specifies a base salary of $360,000, a target cash bonus of $75,000, and equity awards in the form of restricted stock units (RSUs) and stock options, both vesting over three years. Severance terms are provided for termination without cause and in the event of a change of control, including salary continuation and COBRA coverage, with enhanced benefits after two years of service. The agreement confirms that employment remains at-will.
Exhibit 10.12
M E M O R A N D U M
To:Joe Joffrion
From:George A. Mangiaracina
Date:October 7, 2020
Re:2020 Annual Salary and Bonus Target Summary
Base Salary:$360,000
Target Cash Bonus:$75,000
Target RSU Bonus
Award:Equivalent of $25,000 vesting over 3 years
Example: $25,000 / $1.50 share price = 16,666 RSUs
Target Option Bonus
Award: | For every 1 RSU share awarded, 0.5 options will also be awarded with standard exercise price calculation |
Example: $25,000 / $1.50 share price = 16,666 RSUs
16,666 RSUs / 2 = 8,333 options awarded vesting over 3 years
Severance Terms: | Change of Control: 3 months base salary and 6 months COBRA coverage. At 2 years of service this shall be changed to 12 months base salary and 12 months COBRA coverage. Change of Control generally means an acquiring entity purchases more than 50% of the Common Stock of IMH and your position is eliminated within 12 months thereafter. |
Termination without Cause: 3 months base salary and 6 months COBRA coverage. At 2 years of service this shall be changed to 6-12 months base salary at the discretion of the company and matching period for COBRA coverage. Cause generally means a material reason to terminate your employment, such as a material violation of company policies and procedures.
Nothing contained herein modifies the at-will status of your employment with the company.
Receipt Acknowledged:
/s/ joe Joffrion | Date: October 7, 2020 |
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