Einstein Bros 2013 Annual Report Download - page 70

10-K
http://www.sec.gov/Archives/edgar/data/949373/000119312514073832/d629623d10k.htm[9/11/2014 10:05:27 AM]
• a severance payment determined as the sum of: (i) two times Mr. Coletta’ s then current base salary, plus (ii) one times
Mr. Coletta’ s target bonus for the year of the Qualifying Termination or, if greater the year of the change in control, plus (iii) a
pro rata portion of one times Mr. Coletta’ s target bonus in effect on the date of the Qualifying Termination, pro-rated for the
number of months of service completed prior to termination; and
• continued access to Company group medical, dental, vision and prescription benefits for the COBRA period, payable at the
active employee rate, and outplacement services for an 18-month period, payable by the Company.
The Agreement include covenants of both the Company and Mr. Coletta set forth in a form of mutual release, indemnification, confidentiality and
non-solicitation agreement, to be executed following his termination.
The Agreement for Mr. Coletta is filed as Exhibit 10.17 to this Form 10-K, and the foregoing disclosure is qualified by reference to the exhibit.
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PART III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
Information relating to directors required by Item 10 will be included in our definitive proxy statement with respect to our 2014 Annual
Meeting of Stockholders (the “Proxy Statement”), which will be filed within 120 days after the close of the 2013 fiscal year, and is hereby
incorporated by reference.
Information relating to compliance with Section 16(a) required by Item 10 will be included in our Proxy Statement, which will be filed
within 120 days after the close of the 2013 fiscal year, and is hereby incorporated by reference.
Information regarding executive officers is included in Part I of this Form 10-K under the caption “Executive Officers of the Registrant.”
We adopted a Code of Conduct applicable to our chief executive officer, chief financial officer, chief accounting officer and other finance
leaders, which is a “code of ethics” as defined by applicable rules of the SEC. This code is publicly available on the Company’ s website. If we
make any amendments to this code other than technical, administrative or other non-substantive amendments, or grants any waivers, including
implicit waivers, from a provision of this code to the our chief executive officer, chief financial officer or chief accounting officer, we will disclose
the nature of the amendment or waiver, its effective date and to whom it applies on its website or in a report on Form 8-K filed with the SEC.
ITEM 11. EXECUTIVE COMPENSATION
This information will be included in our Proxy Statement, which will be filed within 120 days after the close of the 2013 fiscal year, and is
hereby incorporated by reference.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED
STOCKHOLDER MATTERS
This information will be included in our Proxy Statement, which will be filed within 120 days after the close of the 2013 fiscal year, and is
hereby incorporated by reference.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
This information will be included in our Proxy Statement, which will be filed within 120 days after the close of the 2013 fiscal year, and is
hereby incorporated by reference.
ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES
This information will be included in our Proxy Statement, which will be filed within 120 days after the close of the 2013 fiscal year, and is
hereby incorporated by reference.
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