XM Radio 2015 Annual Report Download - page 54

If Ms. Altman’s employment is terminated by us without “cause” or she terminates her
employment for “good reason” (each as described in her employment agreement), subject to an
execution of a release of claims, we are obligated to pay her a lump sum payment equal to her
then annual base salary and the cash value of the bonus last paid or payable to her in respect of
the preceding calendar year and to continue her health insurance benefits for eighteen months and
her life insurance benefits for one year. Further, Ms. Altman’s equity awards are subject to
accelerated vesting.
James A. Cady
In June 2015, we entered into an employment agreement with James A. Cady to serve as our
Executive Vice President, Operations, Products and Connected Vehicle, with an annual base salary
of $600,000, subject to increases approved by the Compensation Committee. Mr. Cady is also
entitled to participate in any bonus plans generally offered to our executive officers, with an annual
target bonus opportunity of 150% of his annual base salary.
In February 2016, we entered into an amendment to Mr. Cady’s employment agreement. This
amendment: increased his entitlement to severance from six months to twelve months of base
salary; and extended our obligation to provide health benefits after termination from six months to
twelve months. In addition, this amendment required us to pay him an amount equal to the bonus
last paid to him in respect of the calendar year immediately preceding the calendar year in which a
qualifying termination occurs. In consideration for this amendment, Mr. Cady extended the length of
time that he is subject to the restrictive covenants in his employment agreement from six months to
twelve months.
As a result, in the event Mr. Cady’s employment is terminated by us without “cause” or he
terminates his employment for “good reason” (each as described in his employment agreement),
subject to his execution of a release of claims, we are obligated to pay him for one year his annual
base salary and an amount equal to the bonus last paid to him in respect of the calendar year
immediately preceding the calendar year in which the termination occurs, and to continue his health
insurance benefits for one year. Further, Mr. Cady’s equity awards are subject to accelerated
vesting.
Joseph A. Verbrugge
In December 2015, we entered into a new employment agreement with Joseph A. Verbrugge to
serve as our Executive Vice President, Sales and Development, with an annual base salary of
$500,000, subject to increases approved by the Compensation Committee. Mr. Verbrugge is also
entitled to participate in any bonus plans generally offered to our executive officers.
In the event Mr. Verbrugge’s employment is terminated by us without “cause” or he terminates
his employment for “good reason” (each as described in his employment agreement), subject to his
execution of a release of claims, we are obligated to pay him for one year his annual base salary
and an amount equal to the bonus last paid to him in respect of the calendar year immediately
preceding the calendar year in which the termination occurs and to continue his health insurance
benefits for one year. Further, Mr. Verbrugge’s equity awards are subject to accelerated vesting.
2003 Long-Term Stock Incentive Plan
Messrs. Meyer and Frear also have outstanding options as of December 31, 2015 that were
granted under our 2003 Long-Term Stock Incentive Plan. Under the 2003 Long-Term Stock
Incentive Plan, the outstanding equity awards granted to these named executive officers are subject
to potential accelerated vesting upon a change of control. All of the outstanding options granted
under the 2003 plan were vested as of December 31, 2015, and, therefore, are not included in the
table of potential payments and benefits below.
2009 Sirius XM Radio Inc. Long-Term Stock Incentive Plan and 2015 Sirius XM Holdings
Inc. Long-Term Stock Incentive Plan
All of our named executive officers had outstanding equity awards as of December 31, 2015
that were granted under the 2009 Sirius XM Radio Inc. Long-Term Stock Incentive Plan and the
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