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| TGIC > SEC Filings for TGIC > Form 8-K on 22-May-2009 | All Recent SEC Filings |
22-May-2009
Change in Directors or Principal Officers, Financial Statements and Exhibits
On May 20, 2009, the Compensation Committee (the "Committee") of the Board of Directors of Triad Guaranty Inc. (the "Company") further extended the 2008 Executive Severance Program (the "Executive Severance Program") applicable to certain of the Company's executive officers. The Executive Severance Program, which was originally adopted in February 2008 and previously extended without change into 2009 by the Committee in November 2008, was again extended without change through December 31, 2010. The Executive Severance Program provides for monthly severance benefits based on the executive's seniority and position in the Company. In addition to extending the Executive Severance Program, the Committee also extended the general employee severance program without change through December 31, 2010.
Pursuant to the Executive Severance Program, as extended through December 31,
2010, participants are generally entitled to receive severance benefits if their
employment with the Company is involuntarily terminated without cause on or
before December 31, 2010. Upon a qualifying termination, each participant would
receive (i) aggregate cash payments equal to the sum of 1/12 of his or her
annual base salary plus 1/12 of the aggregate value of his or her targeted cash
bonus, multiplied by a specified number of months based on years of service to
the Company; (ii) subsidized COBRA payments for certain specified periods; and
(iii) access to an executive outplacement program for 12 months. Payment of the
severance benefits is contingent upon the Company's receipt of a signed and
unrescinded non-compete agreement and general release of all claims against the
Company.
Each of the following named executive officers are eligible to receive aggregate cash severance benefits, in the amounts and for the number of months set forth below, in the event of a qualifying termination:
# of Months of Aggregate Cash
Severance Severance
Benefits Benefit
Kenneth W. Jones (1)
President and Chief Executive Officer 18 $ 825,000
Earl F. Wall
Senior Vice President, Secretary and 18 $ 481,500
General Counsel
Steven J. Haferman
Senior Vice President - Strategic 13 $ 350,350
Initiatives Group
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(1) Mr. Jones is entitled to severance benefits in the event of a qualifying termination pursuant to that certain letter agreement, dated October 22, 2008, between Mr. Jones and the Company.
(d) Exhibits.
Exhibit Number Description of Document
10.1 Summary of 2008 Executive Severance Program; previously
filed as Exhibit 10.52 to the Registrant's Quarterly Report
on Form 10-Q for the quarterly period ended March 31, 2008,
filed May 12, 2008, and herein incorporated by reference.
10.2
Letter Agreement, dated October 22, 2008, between the
Company and Kenneth W. Jones; previously filed as
Exhibit 10.56 to the Company's Current Report on Form 8-K,
filed October 22, 2008, and herein incorporated by
reference.
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