8-KMaterial AgreementsExhibits & Filings

WASTE MANAGEMENT INC 8-K Report, Material Agreement (Aug 8, 2005)

Filed August 8, 2005For Securities:WM

Summary

Waste Management, Inc. (WM) has filed an 8-K report detailing a material definitive agreement concerning the employment of Patrick DeRueda as President of its majority-owned subsidiary, Recycle America Alliance, L.L.C. (RAA). This agreement, effective March 1, 2005, establishes a two-year term with automatic annual renewals and outlines Mr. DeRueda's compensation, including a base salary of $270,000, a target annual bonus of 60% of base salary (with a range of 0-120%), and various perquisites. The filing also details severance provisions in case of termination without cause or in connection with a change in control, as well as terms for termination due to death or disability. From an investor's perspective, this agreement signifies a commitment to key leadership within a significant subsidiary. The defined compensation structure and severance packages indicate a standard practice for retaining executive talent and managing potential transition risks. The inclusion of non-compete and non-solicitation clauses for a two-year period post-employment aims to protect the Company's business interests, which is a positive indicator for stability and long-term value.

Key Highlights

  • 1Waste Management's subsidiary, Recycle America Alliance, L.L.C. (RAA), has formalized an employment agreement with its President, Patrick DeRueda.
  • 2The agreement has an initial two-year term, with provisions for automatic one-year renewals.
  • 3Mr. DeRueda will receive a minimum annual base salary of $270,000.
  • 4A performance-based bonus structure is in place, with a target of 60% of base salary, ranging from 0% to 120%.
  • 5The agreement includes provisions for severance payments in case of termination without cause (2x base salary + target bonus) or termination without cause/good reason during a change in control (3x base salary + target bonus).
  • 6Restrictive covenants, including non-compete and non-solicitation clauses for two years post-employment, are included to protect the Company's interests.
  • 7The filing confirms that the employment agreement is the only material definitive agreement and exhibit filed in this specific 8-K report.

Frequently Asked Questions

This 8-K filing is primarily to disclose a material definitive agreement regarding the employment of Patrick DeRueda as President of Waste Management's subsidiary, Recycle America Alliance, L.L.C. (RAA).

Mr. DeRueda will receive a minimum annual base salary of $270,000, along with a performance-based bonus that has a target of 60% of his base salary, but can range from 0% to 120% of his base salary. He also receives perquisites such as an automobile allowance and financial planning services.

If terminated without cause, Mr. DeRueda is entitled to a cash payment equal to two times his base salary and target bonus, continued health benefits for a period, and a pro-rated bonus. In the event of a change in control and termination without cause or for good reason, these benefits increase to three times his base salary and target bonus, with three years of benefit continuation.

Yes, the agreement includes restrictive covenants that prevent Mr. DeRueda from competing with the Company or soliciting its customers or employees for a period of two years following the termination of his employment.