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| SED > SEC Filings for SED > Form 8-K on 4-Sep-2012 | All Recent SEC Filings |
4-Sep-2012
Change in Directors or Principal Officers, Financial Statements an
(b) and (e) Effective August 28, 2012, the Registrant and Jonathan Elster entered into a Modification to Employment and Retention Agreement (the "Modification Agreement") pursuant to which: (i) Mr. Elster resigned from the Board of Directors of the Registrant as of such date; (ii) Mr. Elster will become the Registrant's Chief Strategy Officer upon the hiring of an Interim CEO, new CEO or President; (iii) beginning on July 1, 2013, either the Registrant, other than for Good Cause (as defined in the Modification Agreement), or Mr. Elster can upon three weeks prior written notice terminate his employment with the Registrant; and (iv) Mr. Elster will be entitled to a $340,000 lump sum severance payment and accelerated vesting of any unvested shares of restricted stock previously granted to him by the Registrant upon the termination of his employment by the Registrant other than for Good Cause, or by Mr. Elster upon notice in accordance with (iii) and after at least 60 days have elapsed from the first day of work of the Registrant's new CEO.
The foregoing description of the Modification Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of such agreement filed as Exhibit 10.1 to this Current Report on Form 8-K.
(d) Exhibits
Exhibit
No. Description
10.1 Modification to Employment and Retention Agreement, dated August 28,
2012, between Jonathan Elster and SED International Holdings, Inc.
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