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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Digitalglobe, (delisted) | NYSE:DGI | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 34.40 | 0 | 01:00:00 |
Delaware | 001-34299 | 31-1420852 | ||
(State or other jurisdiction
of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
1601 Dry Creek Drive, Suite 260
Longmont, Colorado |
80503 |
|
(Address of principal executive offices) | (Zip Code) |
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Term: The Employment Agreement term will commence April 5, 2011 and will remain in effect through April 4, 2014. It shall be automatically extended on an annual basis for an additional one-year period unless either the Company or Mr. Tarr provides at least 180-days prior written notice that the term of the Employment Agreement will not be extended. | ||
| Cash Compensation: Mr. Tarr will be entitled to an annual base salary of $550,000 and have the opportunity to earn an annual bonus equal to 85% of his annualized base salary if target levels of performance (as established by the board of directors) are achieved for the applicable calendar year. The annual bonus will be prorated for 2011. | ||
| Sign-On Grant: Mr. Tarr will be granted equity awards with a fair value of $2,500,000. 50% of such awards will consist of options for shares of the Companys common stock. These options will vest 25% on the day prior to the first anniversary of Mr. Tarrs employment and 25% on the day prior to each of the following three anniversaries; provided Mr. Tarr remains employed by the Company. The additional 50% of equity awards will consist of restricted stock, which will be subject to the terms of the Companys equity incentive plan. The restricted stock will vest 25% on the day prior to the first anniversary of Mr. Tarrs employment and 25% on the day prior to each of the following three anniversaries; provided Mr. Tarr remains employed by the Company. In the event of Mr. Tarrs death or termination due to disability, the options will fully vest and become exercisable and the restricted stock will fully vest. | ||
| Annual Long-Term Incentives: Mr. Tarr is eligible for annual stock options and/or other equity incentive grants based on the achievement of such individual and Company-related performance criteria as determined by the board of directors of the Company and communicated to Mr. Tarr. The target annual incentive grant is equity awards with a fair value of $1,300,000 with greater amounts up to $1,950,000 or less amounts awarded for performance above or below target, consistent with the Companys applicable executive compensation plans for performance at or above targets established by the Companys board of directors. The incentive grant for 2011 shall be prorated for the partial year of employment. | ||
| Termination: Mr. Tarr may terminate his employment at any time for any reason, upon 30 days prior written notice or upon nonextension by the Company. If Mr. Tarr terminates his employment or the Company terminates Mr. Tarr for cause, Mr. Tarr will be entitled to receive compensation through the date of his termination, any benefits to which he would be entitled under the Companys existing benefits plans and any expense reimbursements payable under the Companys reimbursement plan, in accordance with the terms of the Employment Agreement, and he will forfeit any unvested equity awards. Prior to a change of control or more than 24 months |
thereafter, if the Company terminates Mr. Tarr, he will be entitled to receive a severance payment equal to the sum of two times his base salary plus an amount equal to the average amount of any bonus payments he received during the prior two years, and he will forfeit any unvested equity awards. Mr. Tarr will be entitled to receive severance benefits in accordance with the terms of the Employment Agreement. In the event of Mr. Tarrs death, his estate or beneficiaries will be entitled to receive his compensation through the date of his death, any benefits to which the estate or beneficiaries would be entitled under the Companys existing benefits plans and any unvested options will automatically vest. | |||
| Change of Control: If Mr. Tarr resigns for good reason or is terminated by the Company, or the Company elects not to renew the Employment Agreement, within 6 months prior to or 24 months following a change of control for any reason other than cause or disability, he will be entitled to receive a severance payment equal to two times the sum of his base salary plus his target bonus for the current year. Any unvested equity awards will become fully vested. All benefits following a change of control only accrue if a change of control occurs and Mr. Tarr is terminated. | ||
| Nonrenewal: In the event that the Company provides notice to Mr. Tarr that it will not extend the term of his employment pursuant to the automatic renewal provision, Mr. Tarr is entitled to receive a severance payment in an amount equal to 1.85 multiplied by his current base salary. All unvested equity awards shall be forfeited. | ||
| Benefits: Mr. Tarr will be entitled to participate in the Companys standard health, welfare and benefit plans. If Mr. Tarr elects continuation coverage under COBRA following the Companys decision not to renew his employment, his termination by the Company without cause or his resignation for good reason, the Company will provide the benefits under COBRA at its sole cost until the earlier of (a) the date upon which Mr. Tarr is re-employed and eligible for comparable benefits and (b) the period of time following termination that is equal to the period with respect to which Mr. Tarrs base salary is paid as severance following such nonrenewal decision, termination or resignation. Any receipt of such benefits under the terms of the Employment Agreement is contingent upon the executives execution and non-revocation of a general release and waiver in the Companys favor. | ||
| Confidentiality and Non-competition: Mr. Tarr is subject to a confidentiality covenant and covenants prohibiting him from soliciting our employees or competing with us for one year following termination of his employment. | ||
| Other: If Mr. Tarr fails to receive certain security clearances by April 5, 2012, the board of directors of the Company has the option to termination his employment. In the event of such termination, Mr. Tarr will be entitled to receive compensation through the date of his termination and a cash bonus for the year of termination that will be prorated for the amount of time from January 1 through the date of termination. He will not be entitled to receive the Annual Long-Term Incentives referred to above. Also, any unvested restricted shares options will be forfeited. All compensation will be prorated for 2011. The Company will indemnify Mr. Tarr against certain losses and cover Mr. Tarr under its directors and officers liability insurance. |
Exhibit Number | Description | |
|
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Exhibit 10.1
|
Employment Agreement by and between DigitalGlobe, Inc. and Jeffrey R. Tarr, dated February 23, 2011 and effective as of April 5, 2011. | |
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Exhibit 99.1
|
Press Release of the Company dated February 28, 2011. |
Date: February 28, 2011 |
DIGITALGLOBE, INC.
|
|||
By: | /s/ Yancey L. Spruill | |||
Name: | Yancey L. Spruill | |||
Title: | Executive Vice President, Chief Financial Officer and Treasurer | |||
1 Year Digitalglobe, (delisted) Chart |
1 Month Digitalglobe, (delisted) Chart |
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