Kodak 2007 Annual Report Download - page 194

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commencing on the six-month anniversary of his last day at work. Additionally, Mr. Faraci will be entitled to a pro rated portion of his
individual enhanced retirement benefit if his employment is terminated prior to November 15, 2009.
As a condition to receiving these severance benefits, Mr. Faraci must execute a general release in favor of the Company. He will also be
subject to the restrictive covenants under the Eastman Kodak Company’s Employee’s Agreement. In the event Mr. Faraci breaches his
waiver and release agreement or the Eastman Kodak Company’s Employee’s Agreement, all severance payments will cease and he will
be required to repay all severance amounts previously paid by the Company.
James T. Langley
The Compensation Committee approved a severance arrangement for Mr. Langley in 2007 in connection with his planned departure from
the Company, initially scheduled on December 31, 2007. In accordance with this arrangement, his termination of employment would be
treated as an involuntary termination without cause. Upon his termination of employment, Mr. Langley will be eligible for: 1) a cash
severance allowance of $810,000, an amount equal to Mr. Langley's annual total target cash compensation; 2) "approved reason" and
accelerated vesting of the 5,179 restricted shares of the Company's stock granted to him on February 27, 2007 as a performance award;
so he will not forfeit these shares due to his departure; 3) "approved reason" and accelerated vesting with respect to any award he earns
under the 2007 performance cycle of the Leadership Stock Program, paid in January 2010, in the form of fully vested shares of the
Company's common stock; and 4) for purposes of his supplemental unfunded retirement benefit, Mr. Langley will receive service credit for
the period beginning August 18, 2007 and ending on the date of his departure and, therefore, will receive a pro-rated portion of the
$100,000 that would be credited to him if he remained employed through August 18, 2008.
In addition, Mr. Langley’s termination will be treated as an “approved reason” with respect to any unvested stock options he holds upon
termination of employment that were granted to him earlier than one year prior to termination of employment. Upon termination of
employment, Mr. Langley will be subject to the restrictive covenants under the Eastman Kodak Company’s Executive Employee’s
Agreement.
Mr. Langley’s last day of employment with the Company was March 14, 2008.
Mary Jane Hellyar
Pursuant to her August 18, 2006 letter agreement, Ms. Hellyar will be entitled to certain severance benefits if her employment is terminated
due to disability or if we terminate her employment without cause without offering her a reasonably comparable position. She will be
entitled to a severance allowance equal to two times her current annual base salary plus target EXCEL award, payable over a 12-month
period commencing on the six-month anniversary of her last employment date. In addition to outplacement services, she will also be
entitled to fully paid continued coverage under the Kodak medical and dental plan and for basic coverage under the Kodak Life Insurance
Plan for four months.
Additionally, if her employment was terminated prior to June 1, 2007 as a result of disability or by the Company for any reason other than
cause without offering comparable employment, she would have been eligible to receive an additional severance payment of $680,000. If
her employment is terminated under similar circumstances between June 1, 2007 and June 1, 2008, she will receive a payment of
$320,000. This amount will be payable within 60 days after termination of employment in a lump sum.
If her employment is terminated without cause, Kodak will recommend that her termination be treated as an “approved reason” with
respect to any outstanding restricted shares granted in connection with her 2006 retention award. As a condition to receive these
severance benefits, Ms. Hellyar must execute a general waiver and release in favor of the Company. She will also be subject to the
restrictive covenants under the Eastman Kodak Company’s Employee’s Agreement. In the event Ms. Hellyar breaches the waiver and
release or the Eastman Kodak Company’s Employee’s Agreement, all severance payments will cease and she will be required to repay all
severance amounts previously paid by the Company.