WASHINGTON REAL ESTATE INVESTMENT TRUST : Change in Directors or Principal Officers (form 8-K)
Item 5.02 Departure of Directors or Certain Officers; election of directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As previously announced, on February 25, 2022, Taryn D. Fielder and Washington Real Estate Investment Trust (the “Company”) agreed to a mutual separation, pursuant to which Ms. Fielder tendered her resignation as Senior Vice President, General Counsel and Corporate Secretary of the Company. Such resignation was effective on February 25, 2022.
In connection therewith, on March 5, 2022, the Company and Ms. Fielder entered into a Severance Agreement and General Release (the “Separation Agreement”). The Separation Agreement provides for the payment of various benefits to Ms. Fielder (provided she does not revoke such agreement during a seven-day revocation period). Pursuant to the Separation Agreement, Ms. Fielder will receive a severance payment of $121,154. The Company also wants to subsidize her COBRA health premium for 5 months. Further, Ms. Fielder will also be entitled under the Separation Agreement to (a) an award under the Washington Real Estate Investment Trust Amended and Restated Executive Officer Short-Term Incentive Plan with respect to the 2022 performance period equal to the prorated amount of Ms Fielder’s target bonus opportunity, with such proration calculated based on the number of days during the performance period Ms. Fielder was an employee, (b) an award under the Washington Real Estate Investment Trust Amended and Restated Executive Officer Long-Term Incentive Plan ( “LTIP”) with respect to the Shareholder Return Equity Grant under each of the 2020-2022 LTIP cycle, the 2021-2023 LTIP cycle, and the 2022-2024 LTIP cycle, of fully vested shares based on the actual levels of achievement of the applicable shareholder return measures as of February 25, 2022, and with respect to the Strategic Goals Equity Grant under the 2020-2022 LTIP cycle and the 2022-2024 LTIP cycle, of fully vested shares base d on the target level of achievement for the Strategic Goals Equity Grant, in each case, with the number of shares prorated based on the number of days during the applicable performance period Ms. Fielder was an employee, (c) vesting of all unvested restricted shares and restricted share units, and (d) the vesting of Ms. Fielder’s existing account balance and distribution in accordance with the Washington Real Estate Investment Trust Supplemental Executive Retirement Plan.
Pursuant to the Separation Agreement, Washington REIT has agreed to a general release of claims against Ms. Fielder, and Ms. Fielder has agreed to a general release of claims against Washington REIT. Ms. Fielder also has agreed to reasonably cooperate with and provide information to Washington REIT upon request, and she will receive reasonable and necessary expenses in connection therewith. The Separation Agreement also contains confidentiality and other customary provisions, as well as a 12-month non-solicitation covenant.
————————————————– ——————————
© Edgar Online, source Glimpses