Harbinger Group Inc.
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SEC Filings

10-K/A
HRG GROUP, INC. filed this Form 10-K/A on 01/27/2017
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Termination without Cause or for Good Reason
Name
 
Cash Severance (1)
 
Prior Year Annual Bonus (2)
 
Benefits Continuation (3)
 
Total
Omar M. Asali
 
$
500,000

 
$
19,362,834

 
$
39,727

 
$
19,902,561

David M. Maura
 
500,000

 
11,615,918

 
39,727

 
12,155,645

George C. Nicholson
 
275,000

 
—

 
—

 
275,000

(1)
This column reflects payment of twelve months of base salary, payable in continuing installments.
(2)
This column reflects vesting of 100% of the unpaid deferred cash portion under prior year bonus plans and vesting of 100% of the unvested equity portion granted pursuant to prior year bonus plans, based on the closing stock price of $15.70 on the last trading day in Fiscal 2016. In addition, Messrs. Asali and Maura would each be entitled to receive their actual bonus for Fiscal 2016 because they worked through the last day of that fiscal year.
(3)
This column reflects COBRA premium reimbursements for 12 months, which are also payable if the executive’s employment is terminated due to death or Disability.
The following table sets forth amounts of compensation that would have been paid to Messrs. Asali, Maura and Nicholson if their employment was terminated without Cause or for Good Reason during the period that begins sixty days prior to a Change in Control and ends upon the first anniversary of such Change in Control. The amounts shown assume that such termination was effective as of September 30, 2016. As noted above in the section titled “Subsequent Events after Fiscal 2016 Year End”, Messrs. Asali, Maura and Nicholson did not receive the payments described below and have entered into new arrangements with the Company that will govern their respective termination payments during Fiscal 2017 (such arrangements do not provide for enhanced severance upon a Change in Control).
Upon a Termination without Cause or for Good Reason within Change of Control Period
Name
 
Cash Severance (1)
 
Prior Year Annual Bonus (2)
 
Benefits Continuation (3)
 
Outplacement Services (4)
 
Total
Omar M. Asali
 
$
6,000,000

 
$
19,362,834

 
$
59,590

 
$
15,000

 
$
25,437,424

David M. Maura
 
6,000,000

 
11,615,918

 
59,590

 
15,000

 
17,690,508

George C. Nicholson
 
275,000

 
—

 
—

 
—

 
275,000

(1)
For Messrs. Asali and Maura, this column reflects the sum of two times (x) base salary and (y) the greater of (A) target bonus compensation or (B) $2.5 million, payable in installments over 24 months.
(2)
This column reflects payment of 100% of the unpaid deferred cash portion under prior year bonus plans and vesting of 100% of the unvested equity portion granted pursuant to prior year bonus plans, based on the closing stock price of $15.70 on the last trading day in Fiscal 2016. In addition, Messrs. Asali and Maura would each be entitled to receive their actual bonus for Fiscal 2016 because they worked through the last day of that fiscal year.
(3)
This column reflects COBRA premium reimbursement payments for up to 18 months for Messrs. Asali and Maura. In addition, COBRA premium reimbursements are payable for 12 months if the executive’s employment is terminated due to death or Disability.
(4)
This column reflects estimated payments for outplacement services.
Director Compensation
Directors who are not employees of the Company (“non-employee directors”) receive an annual retainer of $80,000 (paid on a quarterly basis). Non-employee directors also receive an annual equity award of $80,000, granted as restricted stock or restricted stock units, which vest on the last date of the Company’s fiscal year, subject to continued service on the Board on such date.
In addition, newly elected non-employee directors receive a commencement equity award of $80,000, granted as restricted stock or restricted stock units, to vest in full on the one-year anniversary of the commencement of each such director’s service on the Board. Newly elected directors are only entitled to receive the annual equity award in the first fiscal year commencing immediately following the date such newly elected director becomes a member of the Board.
For Fiscal 2016, compensation for service on the standing committees of the Board is paid in quarterly installments as follows:
Committee
 
Chair Annual Retainer
 
Member Annual Retainer
Audit
 
$
26,000

 
$
15,000

Compensation
 
15,000

 
6,000

Nominating and Corporate Governance
 
10,000

 
5,000

In addition, if a non-employee director attends in excess of 20 in-person committee meetings of our Board in one fiscal year, then such director receives $1,500 for each meeting in excess of 20 that such director attends.

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