NASDAQ_TXRH_2019

(coco) #1

180 days following the termination, plus a fixed bonus amount as follows: for Mr. Taylor, $262,500; for
Mr. Colosi, $175,000; for Mr. Jacobsen, $100,000; for Ms. Robinson, $100,000; and, for Mr. Thompson,
$225,000.


Except as otherwise noted with respect to Mr. Colosi, the following table lists the estimated amounts
payable to a Named Executive Officer pursuant to the 2018 Employment Agreements if his or her
employment had been terminated without cause unrelated to a change of control on December 31, 2019,
the last day of our fiscal year, provided that each Named Executive Officer signed a full release of all
claims against us.


Termination Payments Table

Total
Estimated
Cash
Payments
Name ($)(1)
W. Kent Taylor 100
Chairman, Chief Executive Officer, President
Scott M. Colosi 1,900,000(2)
Former President
S. Chris Jacobsen 504,554
Chief Marketing Officer
Tonya R. Robinson 497,157
Chief Financial Officer
Doug W. Thompson 1,045,026
Chief Operating Officer

(1) Mr. Taylor is entitled to a crisp $100 bill upon the termination of his employment without
cause. If the employment of Mr. Jacobsen had been terminated under those circumstances,
he would have received any bonus for a year already ended (even if not yet paid at
termination), plus the proportionate share of his annual base salary then in effect ($315,000)
for 180 days, plus $100,000. If the employment of Ms. Robinson had been terminated under
those circumstances, she would have received any bonus for a year already ended (even if
not yet paid at termination), plus the proportionate share of her annual base salary then in
effect ($300,000) for 180 days, plus $100,000. If the employment of Mr. Thompson had been
terminated under those circumstances, he would have received any bonus for a year already
ended (even if not yet paid at termination), plus the proportionate share of his annual base
salary then in effect ($450,000) for 180 days, plus $225,000.
(2) As more particularly described above, this amount includes the actual amount paid by the
Company to Mr. Colosi pursuant to the Colosi Consulting Agreement and is comprised of
(i) an aggregate sum of $500,000 in bi-weekly installments over the term of the Colosi
Consulting Agreement, and (ii) $1,400,000 paid to Mr. Colosi on March 1, 2020. As
previously discussed, upon his retirement, Mr. Colosi forfeited his right to all outstanding
equity awards and he reaffirmed certain obligations under his 2018 employment agreement,
including, without limitation, obligations pertaining to non-competition, non-hire, and
non-solicitation
The following table lists the estimated amounts payable to a Named Executive Officer (other than
Mr. Colosi) if his or her employment had been terminated without cause following a change of control, or
if any of the officers had resigned his or her position for good reason following a change of control, on
December 31, 2019, the last day of our fiscal year, provided that each Named Executive Officer signed a
full release of claims against us.

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