UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On February 22, 2024, BigBear.ai Holdings, Inc. (the “Company”) announced that Norm Laudermilch plans to step down from the position of Chief Operating Officer, effective as of February 21, 2024 (the “Separation Date”).
On February 21, 2024, the Company entered into a separation and release agreement (the “Separation and Release Agreement”), pursuant to which Mr. Laudermilch will receive the following payments and benefits: (i) a lump sum payment of his base salary for a period of 6 months, (ii) an acceleration of a number of restricted stock units equal to thirty-five per cent of his base salary, based on the closing price of the Company’s shares on Mr. Laudermilch’s last day of employment, and (iii) a lump sum payment which represents the cost of the employer share of health and welfare premiums for plans in which Mr. Laudermilch was enrolled as of the Separation Date for a period of three (3) months (collectively, the “Severance Benefits”). In exchange for the Severance Benefits, Mr. Laudermilch has agreed to a release of claims in favor of the Company and reaffirmed his commitment to comply with his existing restrictive covenant obligations. A replacement for Mr. Laudermilch’s position will not be pursued at this time.
The foregoing is not a complete description of the parties’ rights and obligations under the Separation and Release Agreement and is qualified by reference to the full text and terms of the agreement, which is filed as Exhibit 10.1 to this report and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
| Exhibit No. |
Description | |
| 10.1 | Separation and Release Agreement, dated as of February 21, 2024, by and between BigBear.ai Holdings, Inc. and Mr. Laudermilch. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
SIGNATURE
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.
| Dated: February 22, 2024 | By: | /s/ Sean Ricker | ||||
| Name: | Sean Ricker | |||||
| Title: | Chief Accounting Officer |
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