Employment Agreement between Main Street and Michael Garnreiter as Executive Vice President and CFO (2002–2005)

Summary

This agreement outlines the terms of employment for Michael Garnreiter as Executive Vice President and Chief Financial Officer of Main Street from April 1, 2002, to March 31, 2005. It specifies annual salary increases, bonus opportunities tied to company goals, stock option grants, and standard executive benefits (excluding medical/dental plans). The contract provides for severance and change of control benefits, expense reimbursement, and allows limited outside board activities. Mr. Garnreiter reports to the President and COO and oversees several departments.

EX-10.42 3 ex10-42.txt EMPLOYMENT CONTRACT OF THE CFO OF THE REGISTRANT EXHIBIT 10.42 TERMS OF EMPLOYMENT FOR MICHAEL GARNREITER APRIL 1, 2002 THROUGH MARCH 31, 2005 Position: Executive Vice President and Chief Financial Officer Terms of Agreement: Three Years - April 1, 2002 through March 31, 2005 Annual Salary: YEAR ONE - 4/1/02 THROUGH 3/31/03 - Two Hundred Twenty Five Thousand ($225,000) Dollars. YEAR TWO - 4/1/03 THROUGH 3/31/04 - Two Hundred Forty Five Thousand ($245,000) dollars. YEAR THREE - 4/1/04 THROUGH 3/31/05 - Two Hundred Sixty Five Thousand ($265,000) Dollars. Each annual salary shall be paid in twenty-six (26) equal installments for each year per usual payroll practices of Main Street. Annual Bonus: Bonus opportunity of $125,000, $135,000 and $145,000 for each of Years One, Two and Three, respectively, based upon meeting or exceeding goals established by the Board of Directors for each year. Company financial goals for each year for your bonus opportunity shall be the same as the financial goals established for William Shrader to qualify for annual bonus opportunity. Stock Options: 100,000 ten year options with vesting of 1/3 at time of issuance of options; 1/3 in one year after issuance; and the final 1/3 two years after issuance. The option price for these 100,000 options will be the closing market price of Main Street stock on the date of issuance. In addition, another 50,000 ten year options will be issued three years after your date of employment (with the option exercise price being the closing market price of Main Street stock on the date of issuance), with vesting 1/3 one year after issuance; another 1/3 two years after date of issuance; and the final 1/3 three years after issuance. Fringe Benefits: Same as all corporate executives of Main Street, except you will opt out of participation in Main Street's medical and/or dental plans. Severance and Change Of Control Benefits: Twelve (12) months salary upon your death or permanent disability (as reasonably determined by Main Street) during the term of this Employment Agreement or for any severance instituted by Main Street (except for cause as reasonably determined by Main Street). Eighteen (18) months salary for change of control in which you are not offered the same or better position with the same or better terms as are set forth herein. Reimbursement For Company Related Expenses: Full reimbursement for properly documented expenses. Outside Business Activities: You will be permitted to take on up to four Board of Director opportunities or similar type engagements, so long as such activities do not substantially conflict with your ability to handle your Main Street responsibilities as a Senior Officer in the Company. Report to: President and Chief Operating Officer Direct Reports: Controller, Director, Information Systems; Financial Planning and Budgeting; and Non-food Purchasing