UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 19, 2023 |
Alphatec Holdings, Inc.
(Exact name of Registrant as Specified in Its Charter)
Delaware |
000-52024 |
20-2463898 |
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(State or Other Jurisdiction |
(Commission File Number) |
(IRS Employer |
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1950 Camino Vida Roble |
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Carlsbad, California |
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92008 |
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(Address of Principal Executive Offices) |
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(Zip Code) |
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Registrant’s Telephone Number, Including Area Code: 760 431-9286 |
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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Common stock, par value $.0001 per share |
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ATEC |
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Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Executive Assignments & Appointments
On July 19, 2023, Alphatec Holdings, Inc.’s (the “Company”) wholly owned operating subsidiary, Alphatec Spine, Inc. (“Alphatec Spine”), entered into a letter of assignment (the “Expatriate Agreement”) with Executive Vice President, Craig Hunsaker, in connection with Mr. Hunsaker’s agreement to relocate to Company-subsidiary EOS imaging, S.A.S.’s Paris, France office, where he will lead the administration of that subsidiary’s day-to-day operations and continue to serve in his current role as the Company’s Executive Vice President, People & Culture. Under the Expatriate Agreement, Mr. Hunsaker’s international assignment begins on or around September 5, 2023, and will continue for an expected fifteen to eighteen months, subject to adjustment by mutual agreement and in accordance with changing business needs. During his international assignment, Mr. Hunsaker will continue to receive his current annual base salary, including a cost-of-living adjustment of $5,000 per month—both subject to review and adjustment in the ordinary course—and will continue to be eligible to participate in the Company’s short-term and long-term incentive programs, as well as the Company’s employee welfare and benefit program. Mr. Hunsaker also will be entitled to certain benefits that are designed to minimize the financial impact of the international assignment and to minimize its disruption to his family and home country residence. Among the benefits offered are tax equalization payments, tax consultation and preparation assistance, participation in an international health plan for Mr. Hunsaker and his eligible dependents, housing assistance and allowances, travel allowances, relocation assistance, transportation allowances and certain transition assistance. Mr. Hunsaker also will be provided certain relocation assistance for his return to the United States upon completion of his international assignment.
In connection with Mr. Hunsaker’s agreement to relocate to France and accept his newly expanded international role in addition to maintaining his current People & Culture role, Mr. Hunsaker stepped down from his role as the Company’s General Counsel and Corporate Secretary, effective as of July 19, 2023. On July 19, 2023, the Company appointed Tyson Marshall as the Company’s General Counsel and Corporate Secretary, effective immediately. Mr. Marshall, age 49, has served as Vice President, Associate General Counsel of Alphatec Spine since 2018. Mr. Marshall joined Alphatec Spine in 2017, as its Director of Legal Affairs. Prior to joining Alphatec Spine, Mr. Marshall served from 2016 to 2017 as General Counsel and Corporate Secretary of Mad Catz Interactive, Inc. (“Mad Catz”), a global provider of interactive entertainment products. From 2013 to 2016, Mr. Marshall served as Associate General Counsel of Mad Catz. Prior to moving in-house, Mr. Marshall spent over ten years in private practice, including eight years with the international, full-service law firm Morrison& Foerster as a member of that firm’s Securities Litigation Enforcement and White Collar Defense group. Before joining Morrison & Foerster, Mr. Marshall was a securities and IP litigator at Fish & Richardson, an IP and commercial litigation firm. Mr. Marshall earned his law degree, magna cum laude, from the University of San Diego School of Law and his B.S. in Psychology from Brigham Young University. Mr. Marshall is a member of the State Bar of California.
The foregoing description of the terms of the Expatriate Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Expatriate Agreement, which is filed herewith as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Executive Severance Agreements
On July 19, 2023, Alphatec Spine entered into an Executive Severance Agreement (the “Severance Agreement”) with each of the following members of its Senior Leadership Team: J. Todd Koning (Executive Vice President, Chief Financial Officer), Eric Dasso (Executive Vice President), Kelli Howell (Executive Vice President), David Sponsel (Executive Vice President), Scott Lish (Senior Vice President), Ali Shorooghi (Senior Vice President), Joseph Walland (Senior Vice President) and Tyson Marshall (General Counsel and Corporate Secretary) (each, an “Executive”). Each Severance Agreement supersedes and replaces any prior severance agreements between the Company and any of its affiliated and/or subsidiary companies relating to the matters set forth in the Severance Agreement.
The Severance Agreement, which does not differ materially in substance from any prior severance agreements superseded and replaced thereby, provides that if an Executive’s employment is terminated without cause, such Executive will be eligible to receive the following severance and other benefits: (a) the payment of cash severance in a lump sum equal to one times the higher of Executive’s annual target total cash compensation (base salary plus target bonus) and Executive’s average annual total cash compensation paid over the prior three calendar years, (b) the payment of any and all premiums for the continuation of the Executive’s health and dental insurance coverage pursuant to COBRA for a period of 18 months; and (c) the post-termination exercise period for any vested stock options held by Executive at the date of termination will be extended through the later of (i) 90 days after the date of termination and (ii) the remaining term of such awards. Each Executive’s right to receive the severance and other benefits under the Severance Agreement is subject to satisfaction of certain conditions set forth in the Severance Agreement, including (1) the termination of employment is involuntary, (2) the termination is not due to the retirement, death or disability of the Executive, (3) the termination of employment is not for Cause, as defined in the Severance Agreement, (4) the Executive is not eligible to receive severance benefits under any other agreement or plan offered by the Company or has not agreed to waive severance benefits otherwise available from the Company, and (5) the Executive executed a general release of claims in favor of the Company and returns to the Company all property and equipment assigned to or under control of the Executive.
The foregoing description of the terms of each Severance Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Severance Agreement, a form of which is filed herewith as Exhibit 10.2 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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10.1 |
Expatriate Agreement, dated July 19, 2023, between Alphatec Spine, Inc. and an executive officer |
10.2 |
Form of Severance Agreement between Alphatec Holdings, Inc. and certain executive officers |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Alphatec Holdings, Inc. |
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Date: |
July 21, 2023 |
By: |
/s/ J. Todd Koning |
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Executive Vice President and Chief Financial Officer |
Exhibit 10.1
LETTER OF ASSIGNMENT
July 19, 2023
Craig Hunsaker
1950 Camino Vida Roble
Carlsbad, CA 92008
Dear Craig,
This Letter of Assignment (hereafter, “LOA”) confirms Alphatec Spine, Inc’s offer to you for a temporary long-term international assignment (hereafter, “assignment”) in Paris, France, in the role of General Manager, EOS imaging, S.A.S. Please take time to review this LOA and any supporting documentation provided herewith. Your assignment will begin on or around September 5, 2023. Throughout the course of your assignment, you will remain an employee of Alphatec Spine, Inc. (“ATEC”) for legal purposes, and will retain your existing peer group market matching and leveling for purposes of executive compensation assessment.
This LOA describes the specific terms and conditions of your assignment, including the benefits and support that you will receive from ATEC. You understand and agree that the terms of this LOA do not constitute a contract of employment for a specific duration, nor do they imply continued employment, or constitute an employment contract in the location of assignment. In addition, you understand and agree that ATEC reserves the right to change your work assignment, its location, reporting relationship and staffing levels throughout the duration of your assignment.
As described below, while on assignment you will be entitled to receive certain benefits and be required to adhere to specific requirements that may differ from the terms of your employment with ATEC. By signing this LOA below, you hereby acknowledge and consent to these adjustments for the duration of your assignment.
Assignment
Position and Duties:
The following summarizes key information regarding your assignment:
Assignment Title (beginning on or around Nov. 1, 2023): |
General Manager, EOS imaging, S.A.S. |
Home Manager: |
Pat Miles |
Host Manager: |
Pat Miles |
Assignment Start Date: |
September 2023 |
Assignment End Date: |
December 2024 |
Home Location: |
Carlsbad, CA |
Host Location: |
Paris, France |
Salary Administration - Payroll Location: |
United States |
Duration of Assignment
The duration of your assignment is expected to be 15-18 months. However, ATEC reserves the right to change the intended length of your assignment based on changing business needs or for any other reason. The terms and conditions outlined in this LOA will be in effect only for the period of your actual assignment. Once your assignment has been completed and you have returned to Carlsbad, CA, USA, all your assignment-related allowances and roles will cease as provided under the terms and conditions of this LOA with the exception of the “Taxes” benefit, outlined below. Your home location for the purposes of this LOA and applicable allowances is Carlsbad, CA.
Salary Administration
You will continue to be paid via the home-country payroll with the deduction of home location taxes (actual or hypothetical) and benefits. Salary reviews will continue to be held according to ATEC’s home-country guidelines in effect.
Variable Compensation Administration
You will continue to participate in your home-country incentive compensation and performance management programs during your assignment, including retention of your existing peer group market matching and leveling.
Social Security/Social Insurance/National Insurance Administration
You will continue to participate in your home-country social security program where possible.
Retirement Administration
You will remain a participant in your home-country retirement plan while on this assignment where possible.
Company Benefits
Health Benefits Administration
Where possible, you will remain a participant in all home-country employee health and welfare benefit plans. Your participation in these benefits plans is subject to the eligibility rules, benefit levels and contribution amounts that apply to all ATEC employees at any time.
ATEC may provide a similar level of health benefits coverage via an International Plan during your assignment, to you and to any accompanying family members, as necessary. Participation in this supplemental plan is to help ensure your level of coverage is similar to what you receive, or would receive, in the home location. Please ensure that you work with your home country benefits department to obtain answers to any benefits questions that you may have surrounding coverage and claims processes prior to your departure.
Disability Benefits
During your assignment, any available disability benefits will be administered in accordance with your home-country benefits plan, unless you are eligible for any available host-country benefits.
Pre-Departure Allowances & Services (If Required and Requested)
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Pre-Assignment Orientation
Upon request, you will be provided with a pre-assignment orientation by ATEC’s designated tax services provider, which provides valuable information about the international assignment and the level of support you will receive from ATEC. In addition, the tax services provider will discuss the specifics of how your assignment may impact your tax situation (see “Taxes” section below).
Pre-Assignment Exploratory Visit
Upon request, you will be provided with one (1) pre-assignment trip (duration not to exceed four (4) nights) for you and your spouse, to visit the host location and assess potential living locations, accommodations, etc. Please book your travel using ATEC’s Global Travel Agency. Travel class will be in accordance with ATEC’s current Travel and Expense Policy. Actual and reasonable ground transportation to and from the airport also will be reimbursed, as will reasonable and customary expenses for meals and incidentals.
Medical Examination
The purpose of a medical examination is to ensure that a proper physical is conducted prior to the start of your international assignment. It is strongly recommended that you obtain the necessary medical clearances and receive recommended, or possibly required, vaccinations and inoculations. Medical exams may be conducted by your private physician or a pre-approved clinic. ATEC will reimburse any portion of the costs for medical exams not covered by insurance. ATEC will also reimburse you for the costs of any inoculations required by the host country.
Immigration and Travel Documents
The assignment is contingent upon your ability to obtain the proper visa and/or work permit, which must be valid for the duration of your assignment. These documents will be obtained by ATEC and its designated immigration advisors will ensure all legal requirements are met in obtaining the required documentation. Given the importance of this process, ATEC’s designated immigration advisors will guide and assist you in preparing the required documentation and meeting any critical timing parameters. ATEC will cover the cost of any visas and documents required for you and your family to legally enter, reside and work in the host location, as well as may be necessary for your return to your home country following completion of the assignment.
Examples of documents that may be required to support foreign immigration processing to/from the host location (some of these documents may require official translation and/or legalization) include, but are not limited to, the following:
In all cases, ATEC’s designated immigration advisors will work closely with you and provide you with a detailed list of the required documents according to your precise circumstances.
Non-compliance with immigration laws may result in a legal detriment to you, ATEC and its employees. You are expected to comply with all laws and regulations of each foreign location where you may visit or
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work. Any violation of foreign immigration laws and regulations of the host location or the laws of any other country may subject you to disciplinary action, which may include dismissal.
Foreign Language Lessons
Upon request, foreign language lessons will be provided to you and your accompanying family members. Language skills will greatly assist you to adapt and assimilate into the host location environment more quickly. ATEC’s outsourced services provider will assist you in scheduling these lessons.
Transportation of Household Goods and Personal Effects
ATEC’s third-party relocation provider will coordinate all services for packing, shipping and insuring the moving of personal effects to the host location. In addition, airline luggage fees and one excess bag per person (up to 75lbs/32kgs) will be covered.
The shipment of household goods must be coordinated through ATEC’s third-party relocation services provider; otherwise, no shipping costs will be covered. The personal effects and/or household goods cannot be delivered in the host country until all necessary visa/work permit paperwork is completed. Upon completion of assignment, similar services for return packing, shipping and insuring household goods and personal effects will be provided by ATEC.
Storage of Household Goods
Upon request, ATEC will cover the reasonable and customary cost of storage and insurance required to temporarily store certain home-country household goods (up to a maximum of 15,000lbs / 6,800kgs) during the course of your assignment.
Home-Country Residence
Because you are retaining your primary residences, and not renting the properties out, you will receive local, vacant property management assistance, if available, in your home locations, to cover the reasonable and customary costs of maintenance and property management (up to $2,000 per month, in the aggregate). The costs associated with the installation of a security system with monthly monitoring services will also be covered for your California residence.
Home-Country Automobiles
Upon request, you will be reimbursed for the reasonable and customary costs of covered storage and insurance for the temporary storing of up to two (2) home-country vehicles.
Temporary Living
If necessary, ATEC will pay for reasonable and customary temporary living arrangements for up to thirty (30) days, to be used in either the home or host country. You and your family will be reimbursed for actual lodging and will receive a per diem for meals and incidental expenses and a rental car and associated expenses in accordance with the ATEC’s Travel and Expense policy.
Destination Services
If necessary, you and your family will be entitled to up to ten (10) days of necessary services provided by a ATEC-designated relocation/destination services provider in the host country. Services may include, but are not limited to:
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On Assignment Allowances and Services
Travel To and From the Assignment Location
Please book your travel to the host location using ATEC’s Global Travel Agency. Travel class will be in accordance with ATEC’s current Travel and Expense Policy. Actual and reasonable ground transportation to and from the airport will be reimbursed. If the availability of flights prevents continuous travel, you will be provided with a per diem for lodging and a per diem for meals and incidentals. No per diem will be provided for personal stops or indirect routing.
Cost of Living Adjustment
ATEC will provide a cost-of-living adjustment (“COLA”) in the amount of $5,000 per month for each month of your assignment (prorated) to offset the higher costs of “goods and services” in the host location, compared with those incurred in the home country. The COLA amount is determined by an international compensation data provider and may be adjusted annually as changes occur in the relative approximate costs in the home and host countries. If the exchange rate of the home currency vs. the host currency changes by more than 10%, a corresponding change will be made to the COLA, to be reassessed on at least a quarterly basis.
Host-Country Housing
ATEC will provide housing for you at the host work location. The final choice of accommodation will be made by ATEC, with your consent (not to be unreasonably withheld), based on availability, local commuting distances, safety, cost, reasonableness, and other relevant factors. The accommodation will be a minimum of three (3) bedrooms and two (2) full bathrooms, with finishes and amenities similar to your current, primary home residence, with monthly rent not to exceed €22,500 (EURO), exclusive of customary utilities.
As applicable, rent will be paid directly to the landlord by ATEC. Host country location housing costs also include maintenance expenses and all customary utilities (except telephone, see “Host-Country Amenities,” below). In addition, if required, you will be provided with assistance to obtain rental insurance, which will be paid directly by ATEC. ATEC also agrees to reimburse you for the reasonable and customary costs of bi-weekly cleaning of the host-country accommodation, if requested.
Any required security deposits will be paid directly to the landlord by ATEC. Refunded security deposits will be returned to ATEC upon return of the deposits, per the terms of the rental agreement. You must repay ATEC for any portion of the security deposit that is appropriately withheld by the landlord due to your actions, per the terms of the rental agreement.
Host-Country Transportation
Reasonable and customary transportation costs are reimbursable to you, and may include the occasional rental of an automobile, if reasonably needed, municipal public transportation, taxis, bike share or other types of transportation. As with the work location housing assistance, the nature and degree of the transportation assistance will be determined by ATEC, but will include, at a minimum, annual unlimited local (or “Navigo”) travel passes and unlimited Global Eurail train passes for you and your accompanying family members. In addition, ATEC will reimburse you for occasional private car service transportation for you and your accompanying family members within the Paris city limits or proximate regions, if reasonably necessary.
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Host-Country Amenities
In addition to the Housing and Transportation benefits described above, ATEC will pay directly, or reimburse you for, reasonable and customary costs of gym memberships or personal training for you and your accompanying family members, upon request. ATEC will also pay directly, or reimburse you for, any reasonable and customary fees, including initiation or application fees and/or dues for membership in an international or American ex pat club of your choice, subject to the prior approval by ATEC (not to be unreasonably withheld). An International mobile phone plan will also be paid for or reimbursed by ATEC for you and your accompanying family members.
Home Leave
You and your accompanying family members will receive up to three (3) home leave trips during the first twelve (12) months of your assignment; thereafter, you and your accompanying family members will receive one (1) home leave for every six (6) months the assignment is extended. Transportation costs to and from the airport, meals en route, and rental car expenses (if needed) will also be reimbursed in accordance with the ATEC’s Travel and Expense policy.
Emergency Leave and Evacuation
Medical
In the event that you or your family members suffer an injury or illness of such severity that, as confirmed by a local physician or medical practitioner (if requested by ATEC), adequate medical facilities are not available locally, the cost of transportation to the home location or other agreed location where such facilities are available will be paid by ATEC.
Bereavement
ATEC will support you on assignment in the event of death or serious illness to members of your immediate family. You should refer to your home-location bereavement policy (or equivalent) for the definition of “immediate family” and “emergency,” and for any other benefits that may be applicable (such as paid or unpaid leave).
ATEC will reimburse you and your accompanying family members for travel to/from the home location in accordance with the ATEC’s Travel and Expense policy; no other expenses are reimbursed.
Emergency Evacuation
ATEC will ensure provisions for emergency evacuation through its designated third-party service provider for any reasonable request, such as pandemic, war, or terrorist risks and any natural disaster impacts.
End of Assignment Allowances and Services
Final Travel/Return to Home Office Location
If you are repatriating to your home country, ATEC will, as applicable:
Taxes
Tax Briefing, Preparation, and Tax Equalization
ATEC’s designated tax services provider has been retained to assist you in understanding, planning and preparing for any tax impact as a result of the assignment, calculating actual home and host location tax liabilities, calculating applicable hypothetical tax withholding amounts, and preparing applicable home and
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host location individual tax returns. It is ATEC’s policy that you will use the Company’s designated tax services provider for the preparation of your home and host location tax returns.
During the assignment, your home income tax for income attributable to your assignment will be treated under ATEC’s Tax Equalization Policy. A hypothetical tax payment will be deducted from your paycheck and the Company will pay all actual taxes on your behalf. This hypothetical tax is an estimate of the home-country taxes which you would have had withheld had you not taken the assignment. The amount of hypothetical tax to be withheld from your paycheck will be determined during your pre-assignment orientation meeting with ATEC’s designated tax services provider. A final reconciliation will be prepared after all necessary actual tax returns have been filed. This service will continue as long as any foreign tax impact is incurred, regardless of employment status.
Termination of Employment/Separation
Severance benefits apply per home-country laws and regulations as applicable.
Involuntary Termination of Employment (Without Cause)
In the event of a termination of employment initiated by ATEC, other than for cause, you will receive appropriate advance notice. ATEC will pay for all repatriation benefits as though your assignment ended under normal circumstances. If there is a change in control of ATEC or a CEO change, ATEC will pay for all repatriation benefits as though your assignment ended under normal circumstances regardless of Cause.
Involuntary Termination of Employment (With Cause)
In the event that you are terminated involuntarily (for cause), the following benefits will apply where applicable:
To be eligible for the transportation and household goods shipment benefits you and any accompanying family members must leave the host location within a period of thirty (30) days after the effective date of termination. Should you choose not to exercise the option of transportation and household goods shipment expenses, outlined above, no substitute payment is made, nor extensions authorized.
Voluntary Resignation of Employment
A voluntary resignation of employment, for purposes of this Agreement only, will be deemed a Termination of Employment Without Cause.
If you choose to remain in the host location following any termination of employment, you do so with the understanding that you may no longer have the right to live and work in the host location based on ATEC’s visa sponsorship and/or host location immigration laws.
Personal Data Protection
Personal Data Protection
By signing this LOA, you specifically agree to the collection, use and processing of the personal information you provide to ATEC. You also understand that ATEC collects and keeps the personal information that you submit for the purposes of administering your assignment, and that such information is necessary for administrative, planning, budgetary, salary and legal purposes, and you agree to such collection, maintenance and use. You further understand that the failure to provide this information may impede the administration of your assignment.
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You agree that your personal information may be accessed by ATEC’s People & Culture department or other designated employees who are bound by ATEC’s Personal Data Protection Policy. You further agree that relevant items of your personal information may be passed to ATEC’s third-party tax services provider and immigration attorneys, or third-party relocation services providers engaged by ATEC on your behalf or on behalf of the Company. These third-party providers will be contractually bound to provide the same level of personal data protection as you receive under ATEC’s Personal Data Protection Policy.
Currency
For ease of understanding and except where otherwise indicated, all monetary amounts have been stated in U.S. dollars. Where other currencies are applicable, the U.S. dollar amounts will be converted at the spot rate on the day the benefits are provided to you.
Reimbursement
In all instances in which ATEC is reimbursing out-of-pocket expenses directly related to your assignment, you are responsible to record and obtain all receipts for all reimbursable expenses that will be submitted to ATEC’s international relocation services provider. Failure to submit such receipts may result in denial of the requested reimbursement.
Exception Approval
Any exceptions to the application of the provisions and benefits contained in this Letter of Assignment require advance approval by ATEC’s Legal department and by your Home or Host Manager prior to executing your final terms and conditions of the international assignment.
Agreement
I understand and agree to the terms and conditions of my assignment as stated in this Letter of Assignment.
______________________________________ _____________________________
Craig Hunsaker
EVP, People & Culture Date
______________________________________ _____________________________
Pat Miles
Chairman & CEO Date
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Exhibit 10.2
ALPHATEC EXECUTIVE SEVERANCE AGREEMENT
This Severance Agreement (the “Agreement”) is entered into as of [●] (the “Effective Date”), by and between Alphatec Spine, Inc. (“ATEC” or the “Company”), a subsidiary of Alphatec Holdings, Inc., (“AHI”) and [●] (“Executive”), to provide severance benefits to Executive in the event Executive’s employment is terminated involuntarily under certain circumstances. All benefit determinations under this Agreement and any interpretation of provisions in this Agreement will be made by the Company’s Chief Executive Officer (“CEO”), or his designee in his sole discretion. The Agreement is described in further detail below.
In the event Executive’s employment is terminated involuntarily, Executive will be eligible for the severance benefits described in Section III of this Agreement, PROVIDED each of the following requirements is met:
Executive must be provided a period of at least thirty (30) days following receipt of written notice outlining with specificity all acts or omissions that the Company alleges give rise to a termination for Cause pursuant to Section II, C.1 or C.2 immediately above, during which period Executive will have an opportunity to cure any curable actions or omissions forming the basis for the termination for Cause. The CEO, will, in his sole discretion, apply the definitions of “Cause” herein to determine if a termination of employment is for “Cause.”
D. Executive is not a temporary employee or a new hire who has not yet started to work on a regular, full-time or part-time basis (as appropriate).
Exhibit 10.2
E. Executive is not covered under any other severance-type plan, policy, arrangement or agreement that provides severance payments and benefits more favorable in the aggregate than those provided herein. If any such plan, policy, arrangement or agreement exists, Executive will receive payments and benefits pursuant to that plan, policy, arrangement or agreement and shall not receive any of the severance payments and benefits described herein. In no case will Executive receive severance payments and benefits under any other such severance-type plan, policy, arrangement or agreement and this Agreement. Specifically, and for purposes of clarity, if Executive is party to a “Change in Control” Agreement with Company that also provides for severance benefits in the event of a “Change in Control” (as defined therein), Executive shall not receive benefits under this Agreement, but instead shall receive only the severance benefits provided under such “Change in Control” Agreement (i.e., there shall be no “double-dipping” and only the “Change in Control” Agreement shall apply in such an event).
F. Executive has not agreed in writing to waive severance benefits under this Agreement, or otherwise payable from the Company.
G. Executive (or in the event of Executive’s death or incapacity, Executive’s executor, representative or guardian, as applicable) signs and does not revoke a separation agreement and general release of all claims in such form as the Company may from time-to-time reasonably require (“Separation Agreement”).
H. Executive has returned all Company property and equipment that was assigned to, or taken general control of by, Executive during Executive’s tenure with the Company.
Executive must satisfy all of the requirements set forth above in order to receive severance benefits under this Agreement, in connection with the termination of Executive’s employment. Eligibility for severance benefits under this Agreement will be determined by the Company. The Company has full power and authority to interpret the provisions of this Agreement and render decisions on eligibility for benefits. If the Company determines that Executive satisfies all of the eligibility conditions described above, Executive will receive severance benefits calculated in accordance with Section III below. The severance benefits will be paid following Executive’s termination of employment in accordance with the terms set forth below and in the respective Separation Agreement.
The following severance pay (the “Severance Pay”) and other benefits are payable under this Agreement, in the event that Executive’s employment is involuntarily terminated under the terms of this Agreement:
Exhibit 10.2
Exhibit 10.2
Exhibit 10.2
IN WITNESS WHEREOF, this Agreement is executed effective as of the date set forth above.
ALPHATEC SPINE, INC.
By:
Craig E. Hunsaker
Executive Vice President, People & Culture
ACCEPTED AND AGREED TO AS OF THE DATE FIRST SET FORTH ABOVE:
[name]