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Quotes & Info
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| OVRL > SEC Filings for OVRL > Form 8-K on 2-Apr-2009 | All Recent SEC Filings |
2-Apr-2009
Change in Directors or Principal Officers, Financial Statements and Exhibits
On March 27, 2009, W. Michael Gawarecki was terminated as our Vice President of Operations and as an employee of our company. Eric L. Kelly, our Chief Executive Officer, has assumed responsibility for Mr. Gawarecki's duties as Vice President of Operations on an interim basis.
On March 27, 2009, we entered into a Separation Agreement with Mr. Gawarecki pursuant to which we agreed to give him, in exchange for a general release of claims against us:
(a) a severance amount equal to six months base salary at his most recent rate of pay ($243,000 annually), less all applicable taxes, payable biweekly pursuant to our normal pay schedule;
(b) reimbursement of COBRA premiums for health and dental insurance for 12 months, or until the date he secures full-time employment, whichever occurs first;
(c) continued vesting of his stock options for six months and accelerated vesting of any unvested stock options at the end of this six month period; and
(d) an extended period of time in which to exercise his vested stock options equal to 12 months from his date of termination.
The summary of benefits set forth above is qualified in its entirety by reference to the Separation Agreement filed as Exhibit 99.1 to this report and incorporated herein by reference.
On March 27, 2009, Mr. Gawarecki's amended and restated retention agreement dated September 27, 2007 and indemnification agreement dated October 16, 2001 were terminated since Mr. Gawarecki's service as an executive officer of the company terminated on that date. Notwithstanding, in accordance with section 14 ("Binding Effect") of this indemnification agreement, the indemnification provided under the indemnification agreement shall continue indefinitely for any action taken or not taken while Mr. Gawarecki served as an executive officer of our company.
(d) Exhibits
99.1 Separation Agreement between the Company and Mr. Gawarecki dated March 27, 2009.
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