Delaware
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001-34530
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76-0586680
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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331 N. Main Street
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Euless, Texas 76039
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(Address of principal executive offices, including ZIP code)
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(817) 835-4105
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(Registrant's telephone number, including area code)
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Not Applicable
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(Former name or former address, if changed since last report)
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__________________
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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¨
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Emerging growth company
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Annual Base Salary
- Mr. Kunz will be paid an annual base salary of $425,000.
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Annual Bonus
- Mr. Kunz will be eligible for an annual bonus pursuant to the terms and conditions of the Company’s Annual Incentive Plan (as described in the Company’s most recent definitive proxy statement) with a target annual bonus of 65% of annual base salary and a maximum annual bonus of 97.5% of base salary, which payout is subject to the Board’s approval and payable in the calendar year after it is earned. Provided that, the Company will provide a guaranteed non-prorated bonus award of not less than $150,000 for 2017.
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Equity Grant
- On the first effective date of Mr. Kunz’s employment, he will be awarded restricted shares of the Company’s common stock equal in value to $200,000, which will vest over three years in equal annual installments from the grant date. The vesting schedule for the restricted shares assumes, and the Company’s Long Term Incentive Plan requires, that Mr. Kunz remain employed with the Company on each vesting date. On the next annual award date, which is currently scheduled for March 1, 2018, Mr. Kunz will also be eligible to be awarded restricted shares of the Company’s common stock which is estimated to have a value of $550,000.
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Sign-On Bonus
- Mr. Kunz will receive a lump sum cash bonus of $200,000 less all applicable withholdings as of March 31, 2018, provided, that if Mr. Kunz voluntarily terminates his employment prior to one year from his start date, Mr. Kunz has agreed to reimburse the Company for the full amount of such bonus.
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Executive Severance Agreement
- Concurrent with Mr. Kunz’s start date, Mr. Kunz will enter into an Executive Severance Agreement, which will include provisions for severance pay of (i) one times Mr. Kunz’s annual base pay plus pro-rated target bonus for an involuntary termination and (ii) two times annual base pay and target bonus for a change-in-control termination.
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Vacation
- Mr. Kunz will be eligible for 20 days of annual vacation and personal time off and 3 days of paid sick leave, which is in addition to the Company’s specific schedule of paid holidays.
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Other Benefits
- Mr. Kunz will be eligible to participate in all health and welfare benefit programs available to similarly situated Company executives and will be eligible to participate in the Company’s 401(k) plan and non-qualified deferred compensation plan. Mr. Kunz will also receive relocation assistance.
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Exhibit No.
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Exhibit
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10.1
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Offer Letter to John Kunz, dated September 5, 2017.
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10.2
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Consulting Agreement, dated as of July 1, 2017, by and between U.S. Concrete, Inc. and Joseph C. Tusa, Jr. (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on July 6, 2017 (File No. 001-34530).
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10.3
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Amendment to Consulting Agreement, dated as of September 1, 2017, by and between U.S. Concrete, Inc. and Joseph C. Tusa, Jr.
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99.1
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Press Release of U.S. Concrete, Inc. dated as of September 8, 2017.
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U.S. CONCRETE, INC.
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Date: September 8, 2017
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By:
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/s/ William J. Sandbrook
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William J. Sandbrook
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President and Chief Executive Officer
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(Principal Executive and Financial Officer)
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Exhibit No.
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Exhibit
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Offer Letter to John Kunz, dated September 5, 2017.
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Consulting Agreement, dated as of July 1, 2017, by and between U.S. Concrete, Inc. and Joseph C. Tusa, Jr. (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on July 6, 2017 (File No. 001-34530).
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Amendment to Consulting Agreement, dated as of September 1, 2017, by and between U.S. Concrete, Inc. and Joseph C. Tusa, Jr.
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Press Release of U.S. Concrete, Inc. dated as of September 8, 2017.
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