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

Mr. Allen J. Campbell, the Chief Financial Officer of Verso Corporation (“Verso”) has informed Verso of his intent to retire in 2021.  Mr. Campbell and Verso have mutually settled upon June 30, 2021, as the date of his retirement. On March 5, 2021, the Compensation Committee of Verso’s board of directors approved a retention arrangement to incentivize him not to retire before June 30, 2021.

Pursuant to the retention arrangement, if Mr. Campbell does not voluntarily terminate employment with Verso before June 30, 2021, then he will receive a cash retention bonus of $325,000, and certain of his outstanding restricted stock unit awards granted by Verso that would expire upon his retirement will instead vest as follows: (a) as to outstanding awards subject to time-based vesting requirements, the first installment of each such award that is scheduled to vest after June 30, 2021 will vest on June 30, 2021; and (b) as to outstanding awards subject to performance-based vesting requirements, such awards will remain outstanding and will vest on a pro-rata basis (based on the portion of the applicable performance period that Mr. Campbell was employed by Verso) to the extent that the applicable performance-based vesting conditions are satisfied.  The foregoing summary of the retention arrangement with Mr. Campbell is qualified in its entirety by reference to the full text of the letter to Mr. Campbell from Verso that sets forth such retention arrangement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.  

Verso’s Board of Directors is conducting a search for a Chief Financial Officer and has retained a national executive search firm to assist in the process.