Other Information
−Removed: There is no other information required to be disclosed under this item which was not previously disclosed.
+Added: Item 5.02 Departure of Directors or Certain Officers;
+Added: Election of Directors;
+Added: Appointment of Certain Officers;
+Added: Compensatory Arrangements of Certain Officers
+Added: On November 2, 2021, the Company entered into a Severance Agreement with Allison K.
+Added: Aden, the Company’s Chief Financial Officer.
+Added: The Severance Agreement provides for certain payments and other benefits to be provided upon termination without Cause (as defined in the Severance Agreement).
+Added: In the event of a qualifying termination, Ms.
+Added: Aden will receive:
+Added: (a) a severance payment equal to the sum of:
+Added: (i) one year of her current base salary plus (ii) her annual target bonus for the year of termination;
+Added: (b) a pro-rated bonus, for the period of time Ms.
+Added: Aden was employed and worked during the fiscal year, equal to her annual target bonus amount as of the year of termination;
+Added: and (c) COBRA benefits coverage for up to twelve (12) months following termination.
+Added: In addition, upon a termination without Cause (as defined in the Severance Agreement) during the period six months prior to or within twelve months following a Change in Control, Ms.
+Added: Aden will be entitled to the payments and benefits described above and all outstanding equity awards will immediately vest in full, provided however, that any award subject to performance goals shall vest at the target levels of performance.
+Added: The payment of severance benefits described above is conditioned upon the delivery and non-revocation of a customary release and is subject to customary provisions regarding confidentiality of information.
+Added: A copy of the Severance Agreement is filed as Exhibit 10.1 to this report and is incorporated by reference herein.
+Added: Also on November 2, 2021, the Company entered into a Change in Control Agreement with certain officers of the Company, including Paul W.
+Added: Bigbee, the Company's Chief Accounting Officer.
+Added: The Change in Control Agreement provides for certain payments and other benefits to be provided upon termination without Cause (as defined in the Change in Control Agreement) during the period six months prior to or within twelve months following a Change in Control (as defined in the Change in Control Agreement).
+Added: In the event of a Change in Control and qualifying termination, the respective officer will receive:
+Added: (a) a severance payment equal to the sum of:
+Added: (i) one year of the officer's current base salary plus (ii) the annual target bonus for the year of termination;
+Added: (b) a pro-rated bonus, for the period of time the officer was employed and worked during the fiscal year, equal to the officer’s annual target bonus amount as of the year of termination (c) all outstanding equity awards will immediately vest in full, provided however, that any award subject to performance goals shall vest at the target levels of performance;
+Added: and (d) COBRA benefits coverage for up to twelve (12) months following termination.
+Added: The payment of the severance benefits is conditioned upon the officer's execution and non-revocation of a customary release and is subject to customary provisions regarding confidentiality of information.
+Added: The form of Change in Control Agreement is filed as Exhibit 10.2 to this report and is incorporated herein by reference.
+Added: (1) Severance Agreement, dated November 2, 2021, by and between Allison K.
+Added: Aden and Cavco Industries, Inc.
+Added: (1) Form of Change in Control Agreement
+Added: (2) Asset Purchase Agreement, dated July 23, 2021, by and among Commodore Homes, LLC, The Commodore Corporation, TCC Clarion Limited Partnership, TCC Pennwest, LLC and each of the individual equityholders named therein, and Barry S.
+Added: Shein, in his capacity as Sellers ' representative
(1) Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 - Rule 13a-14(a)/15d-14(a)
−Removed: (1) Certification of Principal Financial and Accounting Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 - Rule 13a-14(a)/15d-14(a)
+Added: (1) Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 - Rule 13a-14(a)/15d-14(a)
(3) Certification Pursuant to 18 U.S.C.
9 unchanged sentences
(1) Filed herewith.
+Added: (2) Exhibit 10.1 to Current Report on Form 8-K filed on July 26, 2021, incorporated by reference.
(3) Furnished herewith.
3 unchanged sentences
/s/ William C.
−Removed: Boor Director, President and Chief Executive Officer August 6, 2021
+Added: Boor Director, President and Chief Executive Officer November 5, 2021
Boor (Principal Executive Officer)
−Removed: /s/ Paul Bigbee Chief Accounting Officer August 6, 2021
−Removed: Paul Bigbee (Principal Financial and Accounting Officer)
+Added: /s/ Allison K.
+Added: Aden Executive Vice President, Chief Financial Officer & Treasurer November 5, 2021
+Added: Aden (Principal Financial Officer)
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.