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EX-10.1 - EMPLOYMENT SEPARATION AND GENERAL RELEASE AGREEMENT - REXNORD LLC | dex101.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 14, 2009
RBS GLOBAL, INC. | REXNORD LLC | |
(Exact name of Registrant as specified in its charter) | (formerly Rexnord Corporation) | |
(Exact name of Registrant as specified in its charter) |
Delaware | Delaware | |
(State of Incorporation) | (State of Incorporation) | |
333-102428-08 | 033-25967-01 | |
(Commission File Numbers) | ||
01-0752045 | 04-3722228 | |
(I.R.S. Employer Identification No.) | (I.R.S. Employer Identification No.) | |
4701 Greenfield Avenue Milwaukee, Wisconsin |
53214 | |
(Address of principal executive offices) | (Zip Code) |
(414) 643-3000
(Registrants telephone number, including area code)
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers 5.02(e) Compensatory Arrangements of Certain Officers. |
As previously announced by RBS Global, Inc. (RBS Global), the parent company of Rexnord LLC (Rexnord), Robert A. Hitt resigned as Chief Executive Officer of RBS Global and Rexnord, and resigned from the board of directors of each of RBS Global and Rexnord, effective September 11, 2009 (the Separation Date). On October 14, 2009, RBS Global, Rexnord and Rexnord Holdings, Inc., the indirect parent company of RBS Global (Holdings), entered into an Employment Separation and General Release Agreement with Mr. Hitt, effective as of September 11, 2009 (the Separation Agreement). The Separation Agreement is attached hereto as Exhibit 10.1 and incorporated herein by reference.
Under his Separation Agreement, Mr. Hitt will provide consulting, transition and advisory services to Rexnord for 90 days following the Separation Date. Mr. Hitt will be entitled to receive a severance payment of $897,000, such payment to be made in 18 monthly installments commencing in October 2009. Mr. Hitt will also be entitled to continued participation in Rexnords group health benefit plans and in Rexnords Exec-U-Care plan at Rexnords expense for up to 18 months following the Separation Date, subject to earlier termination upon his eligibility for participation in substantially similar plans of a subsequent employer or entity. In addition, if his continued coverage in Rexnords health benefit plans terminates at the end of the 18-month period (other than as a result of Mr. Hitt becoming eligible to participate in substantially similar plans of a subsequent employer or entity), Rexnord will reimburse Mr. Hitts premiums to continue medical insurance coverage for an additional 18-month period, up to $50,000 in the aggregate. Rexnord will also reimburse Mr. Hitts costs of approved outplacement services for one year following his termination.
The Separation Agreement also provides that Holdings will not exercise its right to repurchase the 60,208 shares of Holdings common stock owned by Mr. Hitt. In addition, Holdings will pay Mr. Hitt a lump sum cash payment of $1,490,230.17 in consideration of the termination of the 115,791 vested stock options granted to Mr. Hitt under the RBS Global Stock Option Plan. All of the other outstanding stock options held by Mr. Hitt (both vested and unvested, totaling an aggregate of 311,175) terminated on the Separation Date without consideration.
The Separation Agreement also includes a release by Mr. Hitt of claims against Rexnord, RBS Global and Holdings and certain non-competition, non-solicitation and other restrictive covenants by Mr. Hitt in favor of Rexnord, RBS Global and Holdings.
Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits.
10.1 | Employment Separation and General Release Agreement, dated as of September 11, 2009, by and between Robert A. Hitt, Rexnord, RBS Global and Holdings. |
SIGNATURES
Pursuant to the requirements of Section 13 of the Securities Exchange Act of 1934, as amended, the Co-registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized this 19th day of October, 2009.
REXNORD LLC | ||
By: | /s/ Patricia Whaley | |
Patricia Whaley | ||
Vice President and General Counsel |
Pursuant to the requirements of Section 13 of the Securities Exchange Act of 1934, as amended, the Co-registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized this 19th day of October, 2009.
RBS GLOBAL, INC. | ||
By: | /s/ Patricia Whaley | |
Patricia Whaley | ||
Vice President and General Counsel |
EXHIBIT INDEX
Exhibit Number |
Description | |
10.1 | Employment Separation and General Release Agreement, dated as of September 11, 2009, by and between Robert A. Hitt, Rexnord, RBS Global and Holdings. |