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

On December 30, 2020, Howard S. Hirsch, Chief Legal Officer and Secretary of Griffin Capital Essential Asset REIT, Inc. (the "Company"), resigned from his positions with the Company, effective January 29, 2021 (the "Severance Date"). Immediately following the Severance Date, Mr. Hirsch will join Griffin Capital Company, LLC ("GCC"), which provides certain operational and administrative services to the Company pursuant to that certain Administrative Services Agreement, dated as of December 14, 2018 (the "Services Agreement"). While employed by GCC, Mr. Hirsch will continue to provide certain consulting and advisory services to the Company pursuant to the Services Agreement. In accordance with the terms of the Employment Agreement, dated December 14, 2018, by and between Mr. Hirsch, the Company and certain of its subsidiaries (the "Employment Agreement"), subject to Mr. Hirsch timely executing and not revoking the release in the form attached to the Employment Agreement, the Company will: (i) pay Mr. Hirsch a lump sum severance payment equal to 1.5 times the sum of his base salary plus the average of his annual incentive bonus paid for 2019 and his 2020 target incentive bonus; (ii) pay Mr. Hirsch a pro-rated portion of his annual incentive bonus earned with respect to the 2021 calendar year through January 29, 2021; (iii) pay Mr. Hirsch a lump sum payment equal to 18 months of the employer portion of the cost coverage under the Company's group medical plan for Mr. Hirsch and his dependents at the level in effect on the Severance Date; and (iv) pay or reimburse Mr. Hirsch for any accrued or vested benefits or compensation to which he is entitled under equity compensation, retirement, welfare and fringe benefits or other employee benefits or the Company's Executive Deferred Compensation Plan. Mr. Hirsch's incentive awards will be vested or forfeited in accordance with the terms thereof. Mr. Hirsch will be subject to certain post-termination confidentiality, cooperation and non-disparagement restrictions and obligations. Mr. Hirsch will also receive payment for his base salary through January 29, 2021 and his annual incentive bonus earned with respect to the 2020 calendar year, to be paid in accordance with the Company's policies and regular payroll practices, as well as payment for any reimbursement due to him for business expenses incurred in connection with carrying out his duties on behalf of the Company on or before the Severance Date.

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