Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Approval of 2020 Bonuses Payable to Executive Officers
On December 7, 2020, the Board of Directors (the "Board") and the Compensation
Committee (the "Committee") of the Board of LENSAR, Inc. (the "Company")
approved cash bonus payments for the 2020 fiscal year to be paid to the
Company's executive officers. Bonus payments were based on the Board's and the
Committee's evaluation of previously-established performance goals for 2020,
which the Board and the Committee determined had been achieved at 100% of
targeted levels.
The 2020 cash bonuses to be paid to each executive officer are as follows:
Nicholas Curtis, Chief Executive Officer, $288,000; Thomas Staab, II, Chief
Financial Officer, $68,340 (which bonus was prorated for his partial year of
employment); and Alan Connaughton, Chief Operating Officer, $144,000. Mr. Staab
will also receive an additional $50,000 cash bonus, which represents the payment
of an additional bonus in lieu of a sign-on bonus that Mr. Staab did not receive
in connection with his commencement of employment.
The executive officers have indicated that they intend to use the net after-tax
amount of their annual bonuses to pay any tax withholding arising from the
vesting of their restricted stock awards, as described below, during the
remainder of 2020 and the first quarter of 2021.
Approval of Restricted Stock Awards to Executive Officers
On December 7, 2020, the Board and the Committee also approved awards of
restricted stock to each of the Company's executive officers in connection with
an amendment to the restricted stock awards granted to the executive officers on
July 22, 2020 (the "July 2020 Awards"). The Board and the Committee approved
amendments to each executive officer's July 2020 Award to amend and extend the
vesting schedule applicable to such July 2020 Award. In order to comply with tax
laws and to recognize the executives' agreement to an extension of the vesting
schedule of the July 2020 Awards, each executive officer was issued an
additional restricted stock award, which represents 20% of the total number of
shares subject to his July 2020 Award, as follows: Mr. Curtis, 116,622 shares of
restricted stock; Mr. Staab, 19,276 shares of restricted stock; and
Mr. Connaughton, 39,195 shares of restricted stock. The newly-awarded restricted
stock will vest on the same amended vesting schedules applicable to the amended
July 2020 Award, which amended vesting schedules provide for vesting in
quarterly installments over the three-year period following the amendment date,
subject to continued employment or service through the vesting date. In
addition, consistent with the terms of the July 2020 Awards, the restricted
stock will vest on an accelerated basis in the event of a change in control of
the Company, an executive officer's death or disability, or his termination of
employment by the Company other than for cause (with each such term defined in
his employment agreement). The new restricted stock awards were granted pursuant
to the Company's 2020 Incentive Award Plan.
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