8-KLeadership ChangesExhibits & Filings

REPUBLIC SERVICES, INC. 8-K Report, Executive Changes (Dec 24, 2014)

Filed December 24, 2014For Securities:RSG

Summary

Republic Services, Inc. (RSG) filed an 8-K on December 24, 2014, detailing an amendment to the employment agreement of its Chief Executive Officer and President, Donald W. Slager, effective December 23, 2014. This amendment primarily addresses the terms and conditions of his compensation and benefits in the event of death or retirement. Key changes include the elimination of a cash payment to his estate equal to three times his base salary upon death, and the termination of all unvested equity awards in such an event. Upon retirement, performance-based equity awards will immediately vest but will pay out according to their original schedules. Additionally, Mr. Slager has agreed to provide transition assistance to his successor following his retirement.

Key Highlights

  • 1Amendment to CEO Donald W. Slager's employment agreement effective December 23, 2014.
  • 2Eliminates a three-times base salary cash payment to Mr. Slager's estate upon death.
  • 3Unvested stock options, restricted stock, and restricted stock units will terminate upon Mr. Slager's death.
  • 4Performance shares and performance units will vest immediately upon Mr. Slager's retirement.
  • 5Vested performance equity will pay out according to the original performance period schedules, even after retirement.
  • 6Mr. Slager will provide reasonable assistance to his successor post-retirement.
  • 7The filing includes the First Amendment to the Employment Agreement as Exhibit 10.1.

Frequently Asked Questions

The primary purpose of this 8-K filing is to report an amendment to the employment agreement of Republic Services' CEO, Donald W. Slager, specifically addressing the terms of compensation and benefits in cases of death or retirement.

Upon retirement, any performance shares or performance units awarded to Mr. Slager will immediately vest. However, the payout of these vested awards will still occur only when the Company would have been required to pay them out according to the original performance period schedules.

If Mr. Slager dies, all of his unvested stock options, restricted stock, and restricted stock units will terminate and will not be paid out to his estate.

No, the amendment eliminates the provision that would have allowed his estate to receive a cash payment of three times his base salary upon his death.