SEC Info℠ | Home | Search | My Interests | Help | Sign In | Please Sign In | ||||||||||||||||||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 7/31/19 Molson Coors Beverage Co 8-K:5,9 7/30/19 13:300K Business Wire/FA |
Document/Exhibit Description Pages Size 1: 8-K Molson Coors Brewing Company 8-K HTML 33K 2: EX-10.1 Material Contract HTML 35K 3: EX-99.1 Miscellaneous Exhibit HTML 19K 9: R1 Document and Entity Information HTML 62K 11: XML IDEA XML File -- Filing Summary XML 12K 8: XML XBRL Instance -- a52021867_htm XML 28K 10: EXCEL IDEA Workbook of Financial Reports XLSX 7K 5: EX-101.DEF XBRL Definitions -- tap-20190730_def XML 67K 6: EX-101.LAB XBRL Labels -- tap-20190730_lab XML 97K 7: EX-101.PRE XBRL Presentations -- tap-20190730_pre XML 68K 4: EX-101.SCH XBRL Schema -- tap-20190730 XSD 17K 12: JSON XBRL Instance as JSON Data -- MetaLinks 19± 26K 13: ZIP XBRL Zipped Folder -- 0001157523-19-001634-xbrl Zip 15K
1.
|
Employment: Your new position will begin
on September 28, 2019 (the “Effective Date”). You shall have such duties, responsibilities, power and authority as contemplated by the
Third Amended and Restated Bylaws of the Company (as amended from time to time, the “Bylaws”), and such other duties and
responsibilities as may be assigned to you by the Board commensurate with your position as President and Chief Executive Officer.
|
2.
|
Base Salary: Your starting gross annual
salary will be USD $1,100,000 per year, payable in accordance with the Company’s standard payroll practices and procedures.
|
3.
|
Annual Molson Coors Incentive Plan (“MCIP”): You
are eligible to participate in the annual MCIP subject to the plan rules. MCIP rewards employees for the achievement of corporate, team and/or individual performance results objectives on the fiscal basis year which is the calendar year.
The bonus target for your position is currently 150% of your eligible earnings. Your actual payout for the current year will be prorated based on the MCIP targets for each job you held during the plan year. The incentive plan is reviewed
on an annual basis and details of the plan are subject to change to align with and support ongoing business needs.
|
4.
|
Long Term Incentive: You are eligible to
participate in the Molson Coors Long-Term Incentive Plan (“LTIP”) according to your grade role in the Company. Your annual target LTIP
value is reviewed on an annual basis and set by the Board. Grant Awards to eligible participants are typically made annually during the Company’s compensation planning cycle which typically takes place in March of each year. The actual
award is based on an assessment of individual performance within a determined range. You will be eligible for consideration of a normal course annual grant in 2020, with a target value of USD $4,500,000.
|
5.
|
One-time Award: Subject to the approval of
the Board, you will be granted, on or around the Effective Date, a one-time equity award in the amount of approximately USD $1,000,000 using standard methodology and vesting schedules and compromised of the following elements: (1) 50%
performance share units (using the same measurement period as your March 2019 grant, i.e., FY2019-2021); (2) 30% restricted stock units vesting in three years; and (3) 20% stock options.
|
6.
|
Adjustments: Executive compensation is
reviewed annually by the Compensation and Human Resources Committee (the “Committee”) and the Board, and adjustments can be made to
targets and ranges for base pay, MCIP or LTIP components of the total compensation package. Additionally, the types of vehicles used by the Company to fulfill the annual target compensation of the LTIP component are reviewed annually and
may be modified.
|
7.
|
Board: You will also serve as a member of
the Board subject to re-nomination or re-election in accordance with the provisions of the Company’s Restated Certificate of Incorporation and the Bylaws, each as in effect and as amended from time to time. You will not be entitled to
any additional compensation for your service as a member of the Board.
|
8.
|
Relocation: To the extent necessary and
appropriate, the Company will provide you with relocation assistance in accordance with its current policy regarding relocation of executive roles.
|
9.
|
Executive Stock Ownership Policy; Clawback policy:
You will continue to be subject to the company’s executive stock ownership guidelines, as the same may be amended from time to time by the Committee, and that as the President and Chief Executive Officer, you will be required to hold 6X
of your base annual salary in Molson Coors equity, as such term is defined in the stock ownership guidelines. Unless otherwise provided at the time of grant or otherwise prohibited by applicable law, all compensation payable to you,
including any cash and/or equity awards paid to you as MCIP or LTIP is subject to the Company’s recoupment policy for incentive compensation as approved by the Committee and any such other policy for “clawback” of incentive or other
compensation as may be approved from time to time by the Board or the Committee, including without limitation, any amendments or other policies which the Company may be required to adopt under the Dodd-Frank Wall Street Reform and
Consumer Protection Act and implementing rules and regulations thereunder, or as otherwise required by law.
|
•
|
participation in the Company’s US Severance Pay Plan, details of which will be shared with you shortly;
|
•
|
participation in the Company’s Amended and Restated Change in Control Protection Program at the level specified for the CEO role, which includes a
3.0x Change in Control severance multiplier, subject to the terms and conditions contained therein, as amended by the Committee from time to time;
|
•
|
twenty-five (25) days of paid vacation time each year, in addition to the holidays and floating holiday allotment common to US employees;
|
11.
|
Entire Understanding/Termination of Employment
Agreement: The Company and you acknowledge that except as otherwise specified herein this letter constitutes the entire understanding between the Company and you with respect to your continued employment upon and after the
Effective Date, and supersedes and replaces any other prior agreement or other understanding, specifically the Employment Agreement, dated November 5, 2015, between MillerCoors LLC and you.
|
12.
|
Governing Law and Arbitration: This letter
shall be governed by and construed in accordance with the laws of the State of Colorado, without reference to principles of conflict of laws. Any dispute or controversy arising under or in connection with this letter, except any action
seeking injunctive relief to enforce the Restrictive Covenant Agreements (as defined in the Acknowledgement), shall be settled exclusively by arbitration in Denver, Colorado in accordance with the rules for the resolution of employment
disputes of the American Arbitration Association then in effect. Judgment may be entered on the arbitrator’s award in any court of competent jurisdiction. The arbitrator shall have the discretion to award costs (including the arbitrator’s
fee and fees and disbursements of counsel) to the prevailing party as part of his award.
|
|
Sincerely, |
|
|
|
/s/ Andrew Molson |
|
|
|
|
|
Andrew Molson |
|
Chairman of the Board, |
|
Molson Coors Brewing Company |
|
|
|
|
|
|
|
|
|
/s/ Lee Reichert |
|
|
|
|
|
Lee Reichert |
|
Chief Legal and Corporate Affairs Officer & Corporate Secretary |
|
Molson Coors Brewing Company |
This ‘8-K’ Filing | Date | Other Filings | ||
---|---|---|---|---|
9/28/19 | ||||
Filed on: | 7/31/19 | 10-Q, 8-K | ||
For Period end: | 7/30/19 | |||
11/5/15 | 10-Q, 8-K | |||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/20/24 Molson Coors Beverage Co. 10-K 12/31/23 125:19M 2/21/23 Molson Coors Beverage Co. 10-K 12/31/22 124:21M 2/23/22 Molson Coors Beverage Co. 10-K 12/31/21 134:23M 2/11/21 Molson Coors Beverage Co. 10-K 12/31/20 134:26M |