Hertz 2014 Annual Report Download - page 265

Table of Contents
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 
Consistent with the terms of the Severance Plan for Senior Executives, Mr. Broome (1) was paid the product of (a) 1.5 times (b) the sum of his
base salary and his average bonus for the prior three years, for a total of $924,800 with such amount to be paid over an 18‑month period; (2) is
eligible to be paid a pro rata portion of his 2015 bonus, based on actual performance and with the individual modifier treated as satisfied at target;
(3) became eligible for continued health and other certain benefits under Hertz’s benefits plans for the same cost for 18 months after his
separation; and (4) received $25,000 in lieu of outplacement services (the Severance Plan for Senior Executives provides up to $25,000 of
outplacement services). In addition to the benefits provided for under the Severance Plan for Senior Executives, Mr. Broome’s Separation
Agreement and General Release provided for the following additional benefits, including (1) for vesting of Mr. Broome’s outstanding performance
shares that would have vested in 2015 if Mr. Broome had remained employed through the applicable date of Compensation Committee certification
and (2) the tolling of post-termination exercise periods until Hertz Holdings’ filing of all SEC-required reports.
Mr. Broome’s separation agreement is filed as exhibit 10.40 to this Annual Report on Form 10-K.
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The NEOs, other than Mr. Frissora, have entered into Change in Control Agreements. The Change in Control Agreements will continue to
automatically renew for one‑year extensions unless we give 15‑months’ notice. In the event of a change in control during the term of the Change in
Control Agreements, the agreement will remain in effect for two years following the change in control.
The Change in Control Agreements are “double trigger” agreements, meaning that any payments and benefits are paid only if (i) there is a change
in control of Hertz Holdings and (ii) the covered executive is terminated by us without “cause” or by the covered executive with “good reason”, in
either case within two years following the change in control. If this occurs the covered executive will be entitled to the following payments and
benefits:
a lump sum cash payment reflecting accrued but unpaid compensation equal to the sum of (i) the executive’s annual base salary
earned but not paid through the date of termination, (ii) one‑twelfth of the target annual bonus payable to the executive, multiplied by
the number of full and partial months from the beginning of the calendar year during which the termination occurs, and (iii) all other
amounts to which the executive is entitled under any compensation plan applicable to the executive, payable within 30 days of the
executive’s termination;
a lump sum cash payment equal to a multiple (the “severance multiple”) of the sum of the executive’s annual base salary in effect
immediately prior to the termination and the average actual bonuses paid to the covered executive for the three years prior to the year
in which the termination occurs, or, for executives without a three‑year bonus history, by reference to target levels. The severance
multiples are: for Messrs. Tague, MacDonald, and Taride, 2.5, for Messrs. Kennedy and Sider, 2.0 and for Messrs. Broome, Stuart
and Zimmerman, 1.5;
credit of an additional number of years equal to the severance multiple to the executive’s years of age and “Years of Service” for all
purposes under our SERP II (described at “Pension Benefits”) and, to the extent such covered executive does not have at least 5
“years of service”, the covered executive shall be fully vested in the benefit under our SERP II as increased pursuant to the credit
referred to above;
continuation of all life, medical, dental and other welfare benefit plans (other than disability plans) until the earlier of the end of a
number of years following the executive’s termination of employment equal to the severance multiple and the date on which the
executive becomes eligible to participate in welfare plans of another employer;
within the period of time from the date of the executive’s termination through the end of the year following the date of termination,
outplacement assistance up to a maximum of $25,000; and
with respect to Mr. Taride, eligibility to immediately participate in the retiree car plan (described at “Retiree Car Benefit”).
The foregoing are intended to be in lieu of any other payments and benefits to be made in connection with a covered executive’s termination of
employment while the agreements are in effect. Covered executives must execute a general release of claims to receive the foregoing severance
payments and benefits. After a change in control, in the event the covered executive’s employment is terminated by reason of death, “Disability,”
or “Retirement” (as those terms are defined in the Change in Control Agreement) then the executive will be entitled to his or her benefits in
accordance with
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Source: HERTZ GLOBAL HOLDINGS INC, 10-K, July 16, 2015 Powered by Morningstar® Document Research℠
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