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BHE > SEC Filings for BHE > Form 8-K on 13-Mar-2009All Recent SEC Filings

Show all filings for BENCHMARK ELECTRONICS INC | Request a Trial to NEW EDGAR Online Pro

Form 8-K for BENCHMARK ELECTRONICS INC


13-Mar-2009

Entry into a Material Definitive Agreement, Financial Statements and Ex


Item 1.01. Entry into a Material Definitive Agreement.

Employment Agreement with Donald F. Adam

On March 10, 2009, Benchmark Electronics, Inc. (the Company) entered into a one-year employment agreement with Donald F. Adam effective March 10, 2009 (the Agreement) which Agreement superseded the Company's prior severance agreement with Mr. Adam dated as of August 27, 2002.

Under the terms of the Agreement, Mr. Adam has agreed to serve as the Company's Vice President and Chief Financial Officer, for an initial term of one (1) year, commencing March 10, 2009. The Agreement automatically renews thereafter for successive one (1) year terms (each such renewal term, a "Renewal Term"), unless either party gives written notice of termination no fewer than ninety (90) days prior to the expiration of any such Renewal Term. The Initial Term, as the same may be extended by any Renewal Term, is referred to as the "Employment Term". In connection with such service, Mr. Adam receives an annual base salary of $300,000, subject to annual increases at the discretion of the Compensation Committee of the Board of Directors of the Company, and an annual bonus with a target opportunity of 50% of his base salary for each calendar year in the Employment Term if the Company attains certain performance objectives for such year, and an over achievement bonus opportunity of up to 100% of his base salary if the Company exceeds the foregoing performance objectives by predetermined amounts. The Company may terminate Mr. Adam's employment at any time and Mr. Adam may terminate his employment upon 30 days' prior written notice. In the event his employment is terminated by the Company without cause or he terminates his employment for good reason, he is entitled to receive the following cash severance benefits:

· Accrued but unpaid base salary;

· Annual bonus, pro rated through the date of termination;

· Any employee benefits to which he is entitled under the Company's benefit plans;

· Severance Pay equal to 100% of his base salary for the Severance Period (as defined). The "Severance Period" means one (1) full year beginning on the date of termination;

· Continued coverage under the Company's medical, dental, health and other welfare benefit plans during the Severance Period at the same cost to him as was provided to him immediately prior to the date of termination.

Mr. Adam has agreed not to disclose any confidential information pertaining to the Company's business and has agreed not to compete with the Company during his employment and for two years following termination of his employment.

The foregoing is a summary of the terms and conditions of the Agreement only, and is qualified in its entirety by reference to the full text of the Agreement attached to this Current Report as Exhibit 10.1, which is incorporated herein by reference.




Item 9.01. Financial Statements and Exhibits.

(c) Exhibits

  Exhibit    Key Contributor Severance Agreement between the Company and Donald F.
  10.0*      Adam dated August 27, 2002 (incorporated by reference from Exhibit
             10.1 to the Company's Form 8-K dated December 1, 2005 and filed on
             December 2, 2005 (Commission file number 1-10560)).

Exhibit Employment Agreement between the Company and its Vice President and
10.1* Chief Financial Officer, Donald F. Adam, effective March 10, 2009.

* Management contract or compensatory plan or arrangement

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