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RJET > SEC Filings for RJET > Form 8-K on 30-Apr-2013All Recent SEC Filings

Show all filings for REPUBLIC AIRWAYS HOLDINGS INC | Request a Trial to NEW EDGAR Online Pro

Form 8-K for REPUBLIC AIRWAYS HOLDINGS INC


30-Apr-2013

Change in Directors or Principal Officers, Financial Statements and


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

On April 25, 2013, Frontier Airlines, Inc. ("Frontier"), a wholly owned subsidiary of Republic Airways Holdings Inc. (the "Company"), entered into an amendment to the letter, dated January 30, 2012, between Frontier and David N. Siegel, the CEO, President and Interim COO of Frontier (the "Amendment").

The Amendment (i) extended the term of employment for Mr. Siegel until December 31, 2013; (ii) increased the amount of the success fee payable to Mr. Siegel upon completion of a successful qualifying transaction involving Frontier to 0.75% of the equity value raised above a Frontier pre-money equity valuation of $50.0 Million with a threshold payment of $750,000 (the "Success Fee"); (iii) clarified that in order to receive the Success Fee, Mr. Siegel must be employed at Frontier as of the date of the qualifying transaction; (iv) decreased the amount of time after termination of Mr. Siegel's employment term during which Mr. Siegel is eligible to receive the Success Fee from six months to three months; (v) reduced to three months the amount of time following a change of control during which Mr. Siegel is eligible to receive severance if he is terminated as CEO by the successor company or he decides not to continue as CEO following a constructive termination and modified the circumstances constituting constructive termination; and (vi) increased the cap on the aggregate amount Mr. Siegel is entitled to receive for the Success Fee and the severance payment (excluding the pro-rated portion of the 2013 annual incentive payment) from $1,400,000 to $1,650,000.

(All other items on this report are inapplicable.)



Item 9.01 Financial Statements and Exhibits .

(d) Exhibits.

10.80 Letter amending Employment Letter, by and between Frontier Airlines, Inc. and David N. Siegel dated as of April 1, 2013.

(All other items on this report are inapplicable.)


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