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DIAL > SEC Filings for DIAL > Form 8-K on 15-Feb-2013All Recent SEC Filings

Show all filings for DIAL GLOBAL, INC. /DE/

Form 8-K for DIAL GLOBAL, INC. /DE/


15-Feb-2013

Termination of a Material Definitive Agreement, Change in Directors or Pri


Item 1.02 Termination of a Material Definitive Agreement.

On February 8, 2013 (the "Termination Date"), Mr. Landau elected to terminate his employment agreement for "good reason" in accordance with the change in the executive management of Dial Global, Inc. (the "Company") to a single-CEO structure. As part of his employment agreement, Mr. Landau will continue to receive his contractual base salary ($600,000) in equal installments over two
(2) years and benefits at the Company's expense provided Mr. Landau executes the general release attached to his employment agreement in connection therewith and does not breach or revoke it or certain provisions of his employment agreement. Additionally, the portion of Mr. Landau's stock option for 1,637,000 shares at an exercise price of $3.27/share (awarded on December 20, 2011) scheduled to vest on or prior to the six-month anniversary of the Termination Date (i.e., August 8, 2013), or approximately 15% of the option award, accelerated and immediately vested upon the Termination Date and will remain exercisable for one year through February 8, 2014. Mr. Landau is subject to a two-year non-compete in connection with the foregoing. A copy of the Company's employment agreement with Mr. Landau was previously filed with the SEC.



Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) On February 8, 2013, Mr. Landau's employment with the Company terminated as described in Item 1.02 above. Mr. Landau was co-Chief Executive Officer of the Company. As part of the executive management change noted above, Mr. Williams, also previously a co-Chief Executive Officer of the Company, became the Company's President. Mr. Williams will report to Mr. Brown who became the Company's sole Chief Executive Officer effective February 8, 2013.

(e) The information in Item 1.02 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 5.02(e).



Item 9.01 Financial Statements and Exhibits.

Exhibits.

(d) None.


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