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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/12/21 Entravision Communications Corp. 10-K 12/31/20 108:20M ActiveDisclosure/FA |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 2.20M
2: EX-10.10 Material Contract HTML 53K
3: EX-21.1 Subsidiaries List HTML 33K
4: EX-23.1 Consent of Expert or Counsel HTML 30K
5: EX-31.1 Certification -- §302 - SOA'02 HTML 35K
6: EX-31.2 Certification -- §302 - SOA'02 HTML 35K
7: EX-32 Certification -- §906 - SOA'02 HTML 31K
14: R1 Document and Entity Information HTML 101K
15: R2 Consolidated Balance Sheets HTML 128K
16: R3 Consolidated Balance Sheets (Parenthetical) HTML 66K
17: R4 Consolidated Statements of Operations HTML 128K
18: R5 Consolidated Statements of Operations HTML 43K
(Parenthetical)
19: R6 Consolidated Statements of Comprehensive Income HTML 60K
(Loss)
20: R7 Consolidated Statements of Stockholders' Equity HTML 94K
21: R8 Consolidated Statements of Cash Flows HTML 138K
22: R9 Nature of Business HTML 41K
23: R10 Summary of Significant Accounting Policies HTML 187K
24: R11 Acquisitions HTML 149K
25: R12 Revenues HTML 120K
26: R13 Goodwill and Other Intangible Assets HTML 234K
27: R14 Property and Equipment HTML 90K
28: R15 Leases HTML 101K
29: R16 Accounts Payable and Accrued Expenses HTML 81K
30: R17 Long-Term Debt HTML 108K
31: R18 Fair Value Measurements HTML 118K
32: R19 Income Taxes HTML 282K
33: R20 Commitments and Contingencies HTML 32K
34: R21 Stockholders' Equity HTML 38K
35: R22 Equity Incentive Plans HTML 163K
36: R23 Related-Party Transactions HTML 79K
37: R24 Accumulated Other Comprehensive Income (Loss) HTML 103K
38: R25 Litigation HTML 31K
39: R26 Segment Data HTML 382K
40: R27 Quarterly Results of Operations HTML 91K
41: R28 Subsequent Events HTML 33K
42: R29 Schedule II - Consolidated Valuation and HTML 70K
Qualifying Accounts
43: R30 Summary of Significant Accounting Policies HTML 262K
(Policies)
44: R31 Summary of Significant Accounting Policies HTML 131K
(Tables)
45: R32 Acquisitions (Tables) HTML 143K
46: R33 Revenues (Tables) HTML 108K
47: R34 Goodwill and Other Intangible Assets (Tables) HTML 224K
48: R35 Property and Equipment (Tables) HTML 89K
49: R36 Leases (Tables) HTML 97K
50: R37 Accounts Payable and Accrued Expenses (Tables) HTML 81K
51: R38 Long-Term Debt (Tables) HTML 71K
52: R39 Fair Value Measurements (Tables) HTML 117K
53: R40 Income Taxes (Tables) HTML 280K
54: R41 Equity Incentive Plans (Tables) HTML 159K
55: R42 Related-Party Transactions (Tables) HTML 71K
56: R43 Accumulated Other Comprehensive Income (Loss) HTML 102K
(Tables)
57: R44 Segment Data (Tables) HTML 375K
58: R45 Quarterly Results of Operations (Tables) HTML 91K
59: R46 Nature of Business - Additional Information HTML 61K
(Detail)
60: R47 Summary of Significant Accounting Policies - HTML 127K
Additional Information (Detail)
61: R48 Summary of Significant Accounting Policies - HTML 73K
Reconciliation of Basic and Diluted Income (Loss)
Per Share (Detail)
62: R49 Acquisitions - Additional Information (Detail) HTML 135K
63: R50 Acquisitions - Reconciliation of Changes in HTML 36K
Redeemable Noncontrolling Interests (Detail)
64: R51 Acquisitions - Summary of Purchase Price HTML 62K
Allocation (Detail)
65: R52 Acquisitions - Summary of Intangible Assets HTML 44K
Subject to Amortization Acquired (Detail)
66: R53 Acquisitions - Schedule of Unaudited Pro Forma HTML 57K
Information (Detail)
67: R54 Revenues - Summary of Revenues Disaggregated by HTML 51K
Major Source (Detail)
68: R55 Revenues - Summary of Disaggregation of Broadcast HTML 48K
Advertising Revenue by Sales Channel (Detail)
69: R56 Revenues - Summary of Deferred Revenue (Detail) HTML 35K
70: R57 Goodwill and Other Intangible Assets - Carrying HTML 49K
Amount of Goodwill (Detail)
71: R58 Goodwill and Other Intangible Assets - Composition HTML 56K
of Company's Acquired Intangible Assets and
Associated Accumulated Amortization (Detail)
72: R59 Goodwill and Other Intangible Assets - Additional HTML 78K
Information (Detail)
73: R60 Goodwill and Other Intangible Assets - Estimated HTML 45K
Amortization Expense (Detail)
74: R61 Property and Equipment - Property and Equipment HTML 66K
(Detail)
75: R62 Property and Equipment - Additional Information HTML 39K
(Detail)
76: R63 Leases - Additional Information (Detail) HTML 63K
77: R64 Leases - Summary of Expected Future Payments HTML 53K
Related to Lease Liabilities (Detail)
78: R65 Leases - Summary of Lease Payments and HTML 34K
Supplemental Non-Cash Disclosures (Detail)
79: R66 Leases - Summary of Components of Lease Expense HTML 38K
(Detail)
80: R67 Accounts Payable and Accrued Expenses - Accounts HTML 60K
Payable and Accrued Expenses (Detail)
81: R68 Long-Term Debt - Long-Term Debt (Detail) HTML 41K
82: R69 Long-Term Debt - Scheduled Maturities of Long-Term HTML 42K
Debt (Detail)
83: R70 Long-Term Debt - 2017 Credit Facility - Additional HTML 73K
Information (Detail)
84: R71 Fair Value Measurements - Fair Value of Assets and HTML 44K
Liabilities Measured on Recurring Basis (Detail)
85: R72 Fair Value Measurements - Summary of Amortized HTML 44K
Cost and Unrealized (Gains) Losses of Available
for Sale Securities (Detail)
86: R73 Income Taxes - Schedule of Components of Income HTML 38K
(Loss) before Provision for Income Taxes (Detail)
87: R74 Income Taxes - Provision (Benefit) for Income HTML 56K
Taxes (Detail)
88: R75 Income Taxes - Additional Information (Detail) HTML 71K
89: R76 Income Taxes - Schedule of Effective Income Tax HTML 65K
Rate (Detail)
90: R77 Income Taxes - Components of Deferred Tax Assets HTML 71K
and Liabilities (Detail)
91: R78 Income Taxes - Unrecognized Tax Benefits (Detail) HTML 40K
92: R79 Commitments and Contingencies - Additional HTML 38K
Information (Detail)
93: R80 Stockholders' Equity - Additional Information HTML 55K
(Detail)
94: R81 Equity Incentive Plans - Additional Information HTML 75K
(Detail)
95: R82 Equity Incentive Plans - Summary of Stock Option HTML 63K
Activity (Detail)
96: R83 Equity Incentive Plans - Summary of Nonvested HTML 51K
Restricted Stock and Restricted Stock Units
Activity (Detail)
97: R84 Related-Party Transactions - Additional HTML 50K
Information (Detail)
98: R85 Related-Party Transactions - Summary of HTML 55K
Related-Party Balances with Univision and Other
Related Parties (Detail)
99: R86 Accumulated Other Comprehensive Income (Loss) - HTML 55K
Summary of Components of AOCI (Detail)
100: R87 Segment Data - Additional Information (Detail) HTML 44K
101: R88 Segment Data - Separate Financial Data for Each of HTML 140K
Company's Operating Segment (Detail)
102: R89 Quarterly Results of Operations - Summary of HTML 44K
Quarterly Results of Operations (Detail)
103: R90 Subsequent Events - Additional Information HTML 35K
(Detail)
104: R91 Schedule II - Consolidated Valuation and HTML 39K
Qualifying Accounts (Detail)
106: XML IDEA XML File -- Filing Summary XML 201K
13: XML XBRL Instance -- evc-10k_20201231_htm XML 5.33M
105: EXCEL IDEA Workbook of Financial Reports XLSX 158K
9: EX-101.CAL XBRL Calculations -- evc-20201231_cal XML 296K
10: EX-101.DEF XBRL Definitions -- evc-20201231_def XML 925K
11: EX-101.LAB XBRL Labels -- evc-20201231_lab XML 1.91M
12: EX-101.PRE XBRL Presentations -- evc-20201231_pre XML 1.46M
8: EX-101.SCH XBRL Schema -- evc-20201231 XSD 265K
107: JSON XBRL Instance as JSON Data -- MetaLinks 548± 853K
108: ZIP XBRL Zipped Folder -- 0001564590-21-018394-xbrl Zip 694K
Exhibit 10.10
EXECUTIVE EMPLOYMENT AGREEMENT
This Executive Employment Agreement (the “Agreement”) is entered into effective as of November 5, 2020 (the “Effective Date”) by and between Entravision Communications Corporation, a Delaware corporation (the “Company”), and (the “Executive”).
1.Employment.
a.The Executive shall serve as the Company’s Chief Digital, Strategy and Accountability Officer during the Employment Term (as defined below). The Executive will perform such duties as assigned from time to time by the Company’s Chief Executive Officer (the “CEO”). The Executive shall report directly to the CEO, or such other person as may be designated by the CEO. In performing his duties, the Executive will abide by all applicable federal, state and local laws, as well as the Company’s bylaws, rules, regulations and policies, as may be amended from time to time.
b.The Executive shall devote his entire productive time, ability and attention to the Company’s business during the Employment Term and will not engage in any other business duties or pursuits whatsoever, or directly or indirectly render any services of a business, commercial or professional nature to any other person or organization, whether for compensation or otherwise, without the prior written consent of the CEO. The foregoing shall not preclude the Executive from engaging in appropriate civic, charitable or religious activities or from devoting a reasonable amount of time to passive private investments or from serving on the boards of directors of other entities (provided that any director position shall require the prior written consent of the CEO), as long as such activities and/or services do not interfere or conflict with his responsibilities to the Company, and any provision of this Agreement. The Executive shall not directly or indirectly acquire, hold or retain any interest in any business competing with or similar in nature to the business of the Company, or which in any other way creates a conflict of interest, except for up to one percent (1%) ownership interests in public companies, without the prior written consent of the CEO. During the Employment Term, the Executive shall not in any way engage or participate in any business that is in competition with the Company.
2.Term. The term of this Agreement will be for a period beginning on the Effective Date through December 31, 2023, unless the Executive’s employment is earlier terminated as provided in this Agreement (the term of such employment, the “Employment Term”).
3.Salary and Benefits.
a.Salary. The Executive will receive an annual base salary of $395,000, payable in installments according to the Company’s regular paydays, less any applicable taxes and withholding (the “Base Annual Compensation”). The Base Annual Compensation may be increased in the discretion of the Company, with reference to the increase in base compensation given, in the same time period, to the Company’s employees and other executive officers and such other factors as may be considered by the Company, in its sole discretion.
b.Bonus. The Executive will be eligible to receive an annual bonus pursuant to such factors or criteria as determined by the Company from time to time (“Annual Bonus”). For calendar year 2020, the amount of Annual Bonus for which Executive will be eligible will be determined in the sole discretion of the Company. Beginning with calendar year 2021, the Executive’s target Annual Bonus will be $200,000 and the Company will have the discretion to determine, on either a prospective or retrospective basis, the factors or criteria, including performance goals, which must be met for such Annual Bonus to be paid to the Executive for each
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applicable calendar year. The Annual Bonus will be paid in the year following the end of the calendar year performance period, as soon as practicable after the completion of the Company’s year-end audited financial statements.
c.Benefit Coverage. The Executive is entitled to participate in all benefit programs and plans established by the Company from time to time for the benefit of its employees generally and for which the Executive is eligible. During the Employment Term, the Company will pay the premium expense for medical and dental coverage for the Executive and the Executive’s dependents under the Company’s established medical and dental benefit plans at no cost to the Executive; provided, that if the provision of any such coverage under a fully-insured plan would subject the Company to an excise tax, then the foregoing provision shall not apply.
d.Time Off and Holidays. The Executive will be entitled to discretionary time off in accordance with the policies established by the Company for its employees, as may be amended from time to time. The Executive will also be entitled to the paid holidays as set forth in the Company’s policies.
e.Allowances. The Executive will receive $500.00 per month as an allowance in respect of automobile expenses and $100.00 per month in respect of cellular telephone expenses, in each case payable monthly in accordance with the Company’s payroll practices.
f.Equity Incentive Grants. The Executive is eligible for equity incentive grants under the Entravision Communications Corporation 2004 Equity Incentive Plan, in the discretion of the Company’s Compensation Committee.
g.Expenses. The Company will pay on behalf of the Executive (or reimburse the Executive for) reasonable expenses incurred by the Executive at the request of, or on behalf of, the Company in performance of the Executive’s duties pursuant to this Agreement, and in accordance with the Company’s employment policies, so long as Executive prepares and submits expense reports in accordance with the Company’s policies.
h.Indemnification. The Company will indemnify the Executive consistent with the Company’s other executive officers and its legal obligations under California Labor Code Section 2802.
4.Termination of Employment.
a.The Company or the Executive may terminate this Agreement and the Executive’s employment at any time, with or without Cause (as defined below).
b.In the event the Executive is terminated for “Cause,” the Executive shall not be entitled to any severance compensation or any other compensation from the Company except for such salary and benefits as the Executive may have earned prior to the Executive’s termination. If terminated for “Cause,” the Executive shall be ineligible for any bonus, prorated or otherwise. For purposes of this Agreement, the Company may terminate this Agreement for “Cause” for any of the following reasons:
(i)The Executive’s continued failure to substantially perform his job duties and responsibilities, provided that written notice is provided by the Company and the performance problem is not satisfactorily cured within thirty (30) days;
(ii)The Executive’s serious misconduct, dishonesty or disloyalty, which is actually or potentially harmful to the Company;
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(iii)The Executive’s willful, reckless or grossly negligent act or omission that is materially harmful to the Company; or
(iv)The Executive’s material breach of any provision of this Agreement, provided written notice of such breach is given by the Company and the Executive is given at least thirty (30) days to cure the breach.
c.Termination without Cause. In the event the Company terminates the Executive’s employment without Cause, then, in addition to salary and benefits earned by the Executive prior to and through the Termination Date, and subject to compliance with Section 4.d., the Company will pay to the Executive severance compensation in an aggregate amount equal to the Executive’s then-current Base Annual Compensation.
d.Payment of Severance Payments. The payment of any consideration provided under Section 4 shall be payable in accordance with the Company’s customary payment practices, less all applicable federal and state taxes and withholdings. Notwithstanding any provision in this Agreement to the contrary, the Company shall not have any obligation to pay any amount or provide any benefit, as the case may be, under this Agreement pursuant to Section 4, unless the Executive executes, delivers to the Company, and does not revoke (to the extent Executive is permitted to do so), a general release within sixty (60) days of the Executive’s termination of employment with the Company, which shall set forth a release of the Company and its affiliates, in a form acceptable to the Company, of all claims against the Company and its affiliates relating to the Executive’s employment and termination thereof, and which may also include an agreement to continue to comply with and be bound by, the provisions of Section 5. Subject to Section 6.b., the severance consideration payable under Section 4.c. shall be made in twelve (12) equal monthly installments, commencing with the first payroll date that occurs coincident with or following the sixty-first (61st) day after the Executive’s “separation from service” within the meaning of Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”) (provided, however, that any bonus due pursuant to clauses (B) and (C) of Section 4.c. shall be paid in a lump sum at the time and in the manner specified in Exhibit A). Subject to Section 6.b., each subsequent monthly installment shall thereafter be paid on a regularly scheduled payroll date of the Company. Notwithstanding anything to the contrary in the foregoing, a termination of the Executive’s employment for purposes of this Section 4, shall be deemed to have occurred only if such termination constitutes a “separation from service” within the meaning of Code Section 409A, determined by applying the default rules thereof
5.Confidential Information.
a.The Executive recognizes that his employment with the Company will involve contact with information of substantial value to the Company, which is not generally known to the public and which gives the Company an advantage over its competitors who do not know or use it, including, without limitation, techniques, designs, drawings, processes, inventions, developments, equipment, prototypes, sales and customer information and business and financial information relating to the business, products, practices and techniques of the Company (hereinafter referred to as “Confidential Information”). Confidential Information includes all information disclosed by the Company or its clients, and information learned by the Executive during the course of employment with the Company. Notwithstanding the foregoing, Confidential Information shall not be information which: (i) has entered the public domain through no action or failure to act of the Executive; (ii) prior to disclosure hereunder was already lawfully in the Executive’s possession without any obligation of confidentiality; (iii) subsequent to disclosure hereunder is obtained by the Executive on a non-confidential basis from a third party who has the right to disclose such information to the Executive; or (iv) is ordered to be or otherwise required to be disclosed by the
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Executive by a court of law or other governmental body; provided, however, that the Company is notified of such order or requirement and given a reasonable opportunity to intervene.
b.At all times during and after the Executive’s employment with the Company, he will keep confidential and not use or disclose to any third party any Confidential Information, except in the course of his employment with the Company.
c.While employed by the Company and for one (1) year thereafter, the Executive may not, either directly or through any other person or entity (i) solicit or attempt to solicit any employee, consultant, vendor or independent contractor of the Company or (ii) use Confidential Information to solicit or attempt to solicit the business of any customer, vendor or distributor of the Company which, at the time of termination or one (1) year immediately prior thereto, was listed on the Company’s customer, vendor or distributor list.
a.Compliance with Section 409A of the Code. For purposes of applying the provisions of Section 409A of the Code to this Agreement, each separately identified amount to which the Executive is entitled under this Agreement shall be treated as a separate payment. In addition, to the extent permissible under Section 409A of the Code, any series of installment payments under this Agreement shall be treated as a right to a series of separate payments. Whenever a payment under this Agreement specifies a payment period with reference to a number of days, the actual date of payment within the specified period shall be within the sole discretion of the Company.
b.Payments to Specified Employees. Notwithstanding any other Section of this Agreement, if the Executive is a “specified employee” as defined in Code Section 409A(a)(2)(b)(i) and Treasury Regulation Section 1.409A-1(i) at the time of the Executive’s separation from service, payments or distributions of property to the Executive provided under this Agreement, to the extent considered amounts deferred under a non-qualified deferred compensation plan (as defined in Code Section 409A), shall be deferred until the six (6) month anniversary of such separation from service to the extent required in order to comply with Code Section 409A and Treasury Regulation Section 1.409A-3(i)(2). If any payments are required to be delayed pursuant to this Section 8, such payments will be made as soon as practicable on the Company’s next regularly scheduled payroll date after the six (6) month anniversary of the Executive’s separation from service without interest thereon.
c.Recoupment. Notwithstanding anything in this Agreement to the contrary, all incentive compensation payments made to the Executive under this Agreement or otherwise are subject to recoupment by the Company pursuant to any recoupment policy approved by the Board, as it may be adopted, amended from time to time or as otherwise may be required by law from time to time hereafter.
d.Notices. Notices and all other communications under this Agreement shall be in writing and shall be deemed given when personally delivered or when mailed by United States registered or certified mail, return receipt requested, postage prepaid, addressed to the party’s last known address.
e.Waiver of Breach; Assignment. The waiver by either party, or the failure of either party to claim a breach of any provision of this Agreement, shall not operate or be construed as a waiver of any subsequent breach. The rights and obligations of the respective parties hereto under this Agreement shall inure to the benefit of and shall be binding upon the heirs, legal representatives, successors and assigns of the parties hereto; provided, however, that this Agreement shall not be assignable by the Executive without prior written consent of the Company.
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f.Entire Agreement; Partial Invalidity. This Agreement supersedes any and all other agreements, either oral or in writing, between the parties hereto with respect to the subject matter hereof and contains all of the covenants and agreements between the parties with respect to said subject matter in any manner whatsoever. Any modification of this Agreement will be effective only if it is in writing and signed by both the Executive and the Company.
g.Governing Law. This Agreement shall be governed by, construed and enforced in accordance with the laws of the State of California.
h.Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, and all of which shall together constitute one and the same instrument, and may be signed and transmitted by facsimile or other electronic transmission with the same validity as if it were an ink-signed document.
[Remainder of Page Intentionally Left Blank]
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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed and delivered as of the Effective Date set forth above.
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“Company” |
Entravision Communications Corporation |
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By: |
/s/ Walter F. Ulloa |
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Chairman and Chief Executive Officer |
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“Executive” |
/s/ Juan Saldívar |
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[Signature Page to Executive Employment Agreement]
| This ‘10-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 12/31/23 | ||||
| Filed on: | 4/12/21 | 8-K | ||
| For Period end: | 12/31/20 | NT 10-K | ||
| 11/5/20 | 8-K | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/16/23 Entravision Communications Corp. 10-K 12/31/22 120:27M Donnelley … Solutions/FA 3/16/22 Entravision Communications Corp. 10-K 12/31/21 109:23M Donnelley … Solutions/FA 8/02/21 Entravision Communications Corp. S-8 8/02/21 4:170K ActiveDisclosure/FA |