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TGIC > SEC Filings for TGIC > Form 8-K on 22-May-2009All Recent SEC Filings

Show all filings for TRIAD GUARANTY INC | Request a Trial to NEW EDGAR Online Pro

Form 8-K for TRIAD GUARANTY INC


22-May-2009

Change in Directors or Principal Officers, Financial Statements and Exhibits


Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e)

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

(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.




Item 9.01. Financial Statements and Exhibits.

(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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