Redbox 2008 Annual Report Download - page 107

Elements of Post-Termination Compensation and Benefits
Under certain circumstances, Coinstar will enter into an employment agreement and/or a change-of-control
agreement with an executive officer. Otherwise, executive officers serve at the will of the Board of Directors,
enabling the Company to remove an executive officer whenever it is in the best interests of the Company, with full
discretion on any severance package (excluding vested benefits).
Employment Agreements
David W. Cole, Chief Executive Officer. In January 2004, the Company entered into an employment
agreement with our Chief Executive Officer, David W. Cole, which was amended on December 31, 2008 for
compliance with Section 409A of the Code. If terminated at any time without cause (as defined below), Mr. Cole
will be entitled to receive the following benefits:
• termination payments equal to 12 months’ annual base salary;
• any unpaid annual base salary that has accrued for services already performed as of the date of
termination; and
• Company payment of the premiums for Mr. Cole’s and Mr. Cole’s spouse’s and dependent children’s
COBRA continuation coverage under the Company’s group health plans for a period of up to 12 months.
Termination payments made in connection with a termination without cause will be paid to Mr. Cole in 12
equal monthly installments, beginning the month after the employee’s termination, and any unpaid annual base
salary will be paid at the same time such amounts would have been paid had Mr. Cole’s employment not been
terminated. For one year following the termination of employment, Mr. Cole is subject to certain noncompetition
provisions. In addition, Mr. Cole is subject to certain nondisclosure and nondisparagement provisions. In the event
the noncompetition, nondisclosure, and nondisparagement provisions are violated within one year of the date of
termination, Mr. Cole will forfeit any remaining termination payments described above.
Paul D. Davis, Chief Operating Officer;Brian V. Turner, Chief Financial Officer. The Company has entered
into employment agreements with our Chief Operating Officer, Paul Davis (April 2008), and our Chief Financial
Officer, Brian V. Turner (August 2005), which were amended on December 31, 2008 for compliance with
Section 409A of the Code. These agreements provide that if the employee is terminated at any time without cause
(as defined below), the employee will be entitled to receive the following benefits:
• termination payments equal to 12 months’ annual base salary;
• any unpaid annual base salary that has accrued for services already performed as of the date of termination;
• any prorated cash bonus consistent with the existing program for executive officers (provided performance
targets applicable for any such bonus are met); and
• Company payment of the premium for the employee’s and the employee’s spouse’s and dependent children’s
COBRA continuation coverage under the Company’s group health plans for a period of up to 12 months.
Termination payments made in connection with a termination without cause will be paid to the employee in 12
equal monthly installments, beginning the month after the employee’s termination, and any unpaid annual base
salary will be paid at the same time such amounts would have been paid had the employee’s employment not been
terminated. For one year following the termination of employment, the employee is subject to certain non-
competition provisions. In addition, the employee is subject to certain nondisclosure and nondisparagement
provisions. In the event the noncompetition, nondisclosure, and nondisparagement provisions are violated within
one year of the date of termination, the employee will forfeit any remaining termination payments described above.
For purposes of Messrs. Cole’s, Davis’s, and Turner’s employment agreements described above, “cause” is
defined as:
• failure or refusal to carry out the lawful duties of the employee or any directions of the Board of Directors of
Coinstar, which directions are reasonably consistent with the duties set forth in the employment agreement
to be performed by the employee;
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