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Forrester Research, Inc. – ‘10-K’ for 12/31/16 – ‘EX-10.20’

On:  Friday, 3/10/17, at 4:01pm ET   ·   For:  12/31/16   ·   Accession #:  1564590-17-3971   ·   File #:  0-21433

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/10/17  Forrester Research, Inc.          10-K       12/31/16   87:14M                                    ActiveDisclosure/FA

Annual Report   —   Form 10-K   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report -- forr-10k_20161231                  HTML   1.08M 
 2: EX-10.20    Material Contract                                   HTML     35K 
 3: EX-21       EX-21 Subsidiaries of the Registrant                HTML     26K 
 4: EX-23.1     EX-23.1 Consent of Pricewaterhousecoopers LLP       HTML     27K 
 5: EX-31.1     EX-31.1 Certification of the Principal Executive    HTML     32K 
                Officer                                                          
 6: EX-31.2     EX-31.2 Certification of the Principal Financial    HTML     32K 
                Officer                                                          
 7: EX-32.1     EX-32.1 Certification of the Principal Executive    HTML     29K 
                Officer Pursuant to Section 906 of the                           
                Sarbanes-Oxley Act of 2002                                       
 8: EX-32.2     EX-32.2 Certification of the Principal Financial    HTML     29K 
                Officer Pursuant to Section 906 of the                           
                Sarbanes-Oxley Act of 2002                                       
15: R1          Document and Entity Information                     HTML     57K 
16: R2          Consolidated Balance Sheets                         HTML    107K 
17: R3          Consolidated Balance Sheets (Parenthetical)         HTML     48K 
18: R4          Consolidated Statements of Income                   HTML     85K 
19: R5          Consolidated Statements of Comprehensive Income     HTML     45K 
20: R6          Consolidated Statement of Shareholders' Equity      HTML     80K 
21: R7          Consolidated Statements of Cash Flows               HTML    118K 
22: R8          Summary of Significant Accounting Policies          HTML    282K 
23: R9          Goodwill and Other Intangible Assets                HTML    146K 
24: R10         Marketable Investments                              HTML    230K 
25: R11         Non-Marketable Investments                          HTML     32K 
26: R12         Income Taxes                                        HTML    301K 
27: R13         Commitments                                         HTML     43K 
28: R14         Stockholders' Equity                                HTML    163K 
29: R15         Employee Pension Plans                              HTML     32K 
30: R16         Reorganization                                      HTML     95K 
31: R17         Operating Segment and Enterprise Wide Reporting     HTML    368K 
32: R18         Certain Balance Sheet Accounts                      HTML     92K 
33: R19         Summary Selected Quarterly Financial Data           HTML    128K 
                (Unaudited)                                                      
34: R20         Summary of Significant Accounting Policies          HTML    328K 
                (Policies)                                                       
35: R21         Summary of Significant Accounting Policies          HTML    242K 
                (Tables)                                                         
36: R22         Goodwill and Other Intangible Assets (Tables)       HTML    146K 
37: R23         Marketable Investments (Tables)                     HTML    236K 
38: R24         Income Taxes (Tables)                               HTML    300K 
39: R25         Commitments (Tables)                                HTML     41K 
40: R26         Stockholders' Equity (Tables)                       HTML    151K 
41: R27         Reorganization (Tables)                             HTML     92K 
42: R28         Operating Segment and Enterprise Wide Reporting     HTML    366K 
                (Tables)                                                         
43: R29         Certain Balance Sheet Accounts (Tables)             HTML     97K 
44: R30         Summary Selected Quarterly Financial Data           HTML    127K 
                (Unaudited) (Tables)                                             
45: R31         Summary of Significant Accounting Policies -        HTML     66K 
                Additional Information (Detail)                                  
46: R32         Summary of Significant Accounting Policies -        HTML     65K 
                Schedule of Components of Accumulated Other                      
                Comprehensive Income (Loss) (Detail)                             
47: R33         Summary of Significant Accounting Policies -        HTML     34K 
                Schedule of Components of Accumulated Other                      
                Comprehensive Income (Loss) (Parenthetical)                      
                (Detail)                                                         
48: R34         Summary of Significant Accounting Policies -        HTML     39K 
                Summary of Stock-Based Compensation Expense                      
                Recorded in Expense Categories (Detail)                          
49: R35         Summary of Significant Accounting Policies -        HTML     47K 
                Options Granted Under Equity Incentive Plans and                 
                Shares Subject to Employee Stock Purchase Plan                   
                Valuation Assumptions (Detail)                                   
50: R36         Summary of Significant Accounting Policies -        HTML     44K 
                Depreciation and Amortization of Property and                    
                Equipment, Useful Life (Detail)                                  
51: R37         Summary of Significant Accounting Policies -        HTML     39K 
                Amortization of Intangible Assets, Useful Life                   
                (Detail)                                                         
52: R38         Summary of Significant Accounting Policies -        HTML     40K 
                Summary of Basic and Diluted Weighted Average                    
                Common Shares (Detail)                                           
53: R39         Goodwill and Other Intangible Assets - Summary of   HTML     39K 
                Goodwill by Segment and Changes in Carrying Amount               
                of Goodwill (Detail)                                             
54: R40         Goodwill and Other Intangible Assets - Additional   HTML     33K 
                Information (Detail)                                             
55: R41         Goodwill and Other Intangible Assets - Summary of   HTML     42K 
                Intangible Assets (Detail)                                       
56: R42         Goodwill and Other Intangible Assets - Estimated    HTML     35K 
                Amortization Expense Related to Intangible Assets                
                (Detail)                                                         
57: R43         Marketable Investments - Summary of Company's       HTML     44K 
                Marketable Investments (Detail)                                  
58: R44         Marketable Investments - Summary of Maturity        HTML     41K 
                Periods of the Marketable Securities (Detail)                    
59: R45         Marketable Investments - Summary of Gross           HTML     45K 
                Unrealized Losses and Market Value of                            
                Available-for-Sale Securities with Unrealized                    
                Losses (Detail)                                                  
60: R46         Marketable Investments - Summary of Company's Fair  HTML     45K 
                Value Hierarchy for its Financial Assets (Detail)                
61: R47         Non-Marketable Investments - Additional             HTML     43K 
                Information (Detail)                                             
62: R48         Income Taxes - Income Before Income Taxes (Detail)  HTML     36K 
63: R49         Income Taxes - Components of the Income Tax         HTML     59K 
                Provision (Detail)                                               
64: R50         Income Taxes - Reconciliation of the Federal        HTML     59K 
                Statutory Rate (Detail)                                          
65: R51         Income Taxes - Additional Information (Detail)      HTML     70K 
66: R52         Income Taxes - Components of Deferred Income Taxes  HTML     60K 
                (Detail)                                                         
67: R53         Income Taxes - Summary of Changes in Deferred Tax   HTML     38K 
                Valuation Allowance (Detail)                                     
68: R54         Income Taxes - Reconciliation of Unrecognized Tax   HTML     42K 
                Benefits (Detail)                                                
69: R55         Commitments - Future Contractual Obligations for    HTML     46K 
                Operating Leases (Detail)                                        
70: R56         Commitments - Additional Information (Detail)       HTML     30K 
71: R57         Stockholders' Equity - Additional Information       HTML    159K 
                (Detail)                                                         
72: R58         Stockholders' Equity - Schedule of Stock Option     HTML     74K 
                Activity (Detail)                                                
73: R59         Stockholders' Equity - Schedule of Restricted       HTML     52K 
                Stock Unit Activity (Detail)                                     
74: R60         Stockholders' Equity - Summary of Shares Purchased  HTML     33K 
                by Employees Under the Stock Purchase Plan                       
                (Detail)                                                         
75: R61         Employee Pension Plans - Additional Information     HTML     30K 
                (Detail)                                                         
76: R62         Reorganization - Additional Information (Detail)    HTML     46K 
77: R63         Reorganization - Schedule of Rolls Forward of       HTML     50K 
                Activity in Reorganization Accrual (Detail)                      
78: R64         Operating Segment and Enterprise Wide Reporting -   HTML     75K 
                Schedule of Information about Reportable Segments                
                (Detail)                                                         
79: R65         Operating Segment and Enterprise Wide Reporting -   HTML     40K 
                Schedule of Net Long-lived Tangible Assets by                    
                Location (Detail)                                                
80: R66         Operating Segment and Enterprise Wide Reporting -   HTML     54K 
                Schedule of Revenues by Geographic Destination and               
                as a Percentage of Total Revenues (Detail)                       
81: R67         Certain Balance Sheet Accounts - Summary of         HTML     45K 
                Property and Equipment (Detail)                                  
82: R68         Certain Balance Sheet Accounts - Summary of         HTML     38K 
                Accrued Expenses and Other Current Liabilities                   
                (Detail)                                                         
83: R69         Certain Balance Sheet Accounts - Summary of         HTML     36K 
                Allowance for Doubtful Accounts (Detail)                         
84: R70         Summary Selected Quarterly Financial Data -         HTML     48K 
                Summary of Selected Consolidated Quarterly                       
                Financial Data (Unaudited) (Detail)                              
86: XML         IDEA XML File -- Filing Summary                      XML    160K 
85: EXCEL       IDEA Workbook of Financial Reports                  XLSX     94K 
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11: EX-101.CAL  XBRL Calculations -- forr-20161231_cal               XML    203K 
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87: ZIP         XBRL Zipped Folder -- 0001564590-17-003971-xbrl      Zip    203K 


‘EX-10.20’   —   Material Contract


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EXHIBIT 10.20

August 24, 2015

Clifford Condon

309 Fifth Avenue

Apt 29C

New York, NY 10016

Dear Cliff,

Congratulations on your promotion to serve as Chief Research and Product Officer reporting to George Colony, Chief Executive Officer, at Forrester Research, Inc.  We look forward to the continued contributions that you will make to the success of Forrester, and would like your new role to begin as soon as possible.  Accordingly, the effective date of your role change will be August 24, 2015.

I am pleased to confirm the compensation increase associated with this promotion, subject to approval of Forrester’s Board of Directors.  If you accept this compensation offer, your annualized base compensation will be $360,000.00 ($15,000.00 semi-monthly), less legally required deductions, paid in accordance with Forrester’s regular payroll practices (the “Base Salary”).

In addition to the Base salary, you will be eligible (provided you are employed by Forrester as an executive officer on the last day of the applicable fiscal year) for an annual target bonus of $200,000.00 gross, prorated to the effective date of this compensation adjustment. The actual amount of any bonus earned and payable annually, will be measured and determined by Forrester’s total company performance and other terms under and pursuant to the Company’s Amended and Restated Executive Cash Incentive Plan

This leadership position is an exempt role and is not eligible for overtime. Your next compensation review is scheduled for January 2016.

Subject to approval of Forrester’s Board of Directors, you will be eligible for a grant of 5,000 Restricted Stock Units (RSUs) on the first business day of the calendar month following your acceptance of this compensation adjustment and Forrester’s receipt of the enclosed Confidentiality, Proprietary Rights, and Noncompetition Agreement, as signed by you (the “Grant Date”), pursuant to the Forrester Research, Inc. Amended and Restated 2006 Equity Incentive Plan (the “Plan”). During your employment, these RSUs will vest over four years from the Grant Date, and will be subject to the terms and conditions of the award instrument and the Plan, as amended from time to time, as well as any other restrictions generally applicable to equity-based awards and securities of the Company, including without limitation the enclosed Stock Retention Guidelines.

You will continue to be eligible to participate in Forrester’s employee benefit programs during your employment, consistent with the plan documents and Company policies. Forrester’s employee benefits are subject to change at any time.

Further, while you will continue to be based out of Forrester's New York office, as Chief Research and Product Officer, you are expected to spend significant time in Forrester's other offices, including in Forrester's office in Cambridge, MA. You will be accountable for the consistent management and communication of your calendar directly with your manager, the Executive Team, your direct reports and broader teams.   The expenses for commuting to other Forrester offices should be submitted with your regular expense reports

Employment at Forrester is terminable at will. Accordingly, it is understood that your employment is for no definite term and that you may decide to resign from Forrester at any time without notice and without cause. It is also understood that Forrester, at its option, may terminate your employment at any time without notice or cause. It is further understood that no oral promises or guarantees are binding with the Company.

This offer is subject to your execution of the Forrester Confidentiality, Proprietary Rights and Non-Competition Agreement, a copy of which is enclosed.

This offer constitutes the entire agreement between you and Forrester regarding your compensation and supersedes all prior understandings, negotiations and agreements, whether written or oral, between you and Forrester as to the subject matter covered by this offer letter, excluding only the Forrester Confidentiality, Proprietary Rights, and Non-Competition Agreement, the Plan, and any agreements or documents related to the RSU grant.

Please accept this offer by returning a signed copy of this letter and enclosed agreement.

 


 

Once again, congratulations on this offer of a new leadership role!  Please indicate your agreement by signing below and returning this letter along with the signed Forrester Confidentiality and Proprietary Rights and Non-Competition Agreement in the enclosed envelope.

Best,

 

/s/ Lucia Luce Quinn

 

/s/ Clifford Condon

Lucia Luce Quinn

 

Clifford Condon

Chief People Officer

 

 

 

 

August 28, 2015

 

 

Date

 

Enclosures (3)

Amended and Restated Executive Cash Incentive Plan

Forrester Employee Confidentiality, Proprietary Rights and Non-Competition Agreement

Stock Retention Guidelines

 


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K’ Filing    Date    Other Filings
Filed on:3/10/17
For Period end:12/31/16
8/28/15
8/24/158-K
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