Summary
Waste Management, Inc. (WM) filed a Form 8-K on December 5, 2006, to report the execution of an employment agreement with Jeff Harris, Senior Vice President — Midwest Group, effective March 30, 2006. This agreement formalizes Mr. Harris's compensation and severance package. Key terms of the agreement include a two-year initial term with automatic one-year renewals, a minimum base salary of $435,000, and a target annual bonus of 85% of base salary, with actual bonuses ranging from 0% to 170%. The agreement also outlines significant severance benefits in the event of termination without cause, particularly in connection with a change in control, and includes restrictive covenants.
Key Highlights
- 1Formalization of employment agreement for Jeff Harris, Senior Vice President — Midwest Group, effective March 30, 2006.
- 2The employment agreement has an initial term of two years, with automatic one-year renewals.
- 3Mr. Harris will receive a minimum annual base salary of $435,000.
- 4Mr. Harris is eligible for an annual bonus with a target of 85% of base salary, ranging from 0% to 170% based on performance.
- 5Significant severance benefits are outlined for termination without cause (2x base salary + target bonus) and termination without cause in connection with a change in control (3x base salary + target bonus, with enhanced benefits).
- 6Restrictive covenants include non-competition and non-solicitation clauses for two years post-termination.
- 7The filing also lists Exhibit 10.1, the full text of the employment agreement.
Frequently Asked Questions
The primary purpose of this 8-K filing is to disclose the terms of the employment agreement entered into between Waste Management, Inc. and its Senior Vice President — Midwest Group, Jeff Harris.
Jeff Harris's compensation includes a minimum base salary of $435,000 per year and an annual bonus opportunity with a target of 85% of his base salary, which can range from 0% to 170% of his base salary based on performance.
If terminated without cause, Mr. Harris is entitled to cash payments equal to two times his base salary and target bonus, continuation of health benefits for two years, and a pro-rated bonus. In the event of termination without cause or for good reason during a change in control, these benefits are enhanced to three times his base salary and target bonus, with three years of benefit continuation and a full pro-rated bonus.
Yes, Mr. Harris's agreement includes restrictive covenants that prohibit him from competing with Waste Management, Inc. or soliciting its customers or employees for a period of two years following the termination of his employment. He is also restricted from disparaging the Company.