Other Information
−Removed: None of the Company’s directors or officers adopted, modified, or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement during the Company’s fiscal quarter ended June 30, 2023.
+Added: Employment Agreements
+Added: On November 8, 2023, the Company entered into amendments (each, an “Employment Agreement Amendment”) to the existing effective employment agreements between the Company and each of Daniel Siegel and Laurence Winoker.
+Added: The Employment Agreement Amendment for Daniel Siegel increases his base salary from $663,000 to $725,000, effective November 1, 2023.
+Added: The Employment Agreement Amendment for Laurence Winoker increases his target annual bonus attributable to the Company’s Adjusted EBITDA (as defined by Mr.
+Added: Winoker’s employment agreement) for 2024 and subsequent years from 37.5% of his base salary to 50% of his base salary (the “EBITDA Target Bonus”).
+Added: In addition, the Employment Agreement Amendment for Mr.
+Added: Winoker amends Mr.
+Added: Winoker’s employment agreement to address the Company’s adoption of a compensation recoupment policy.
+Added: Rule 10b5-1 Trading Plans
+Added: None of the Company’s directors or officers adopted, modified, or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement during the Company’s fiscal quarter ended September 30, 2023.
See the Exhibit Index below, which is incorporated by reference herein.
Exhibit Index
−Removed: 10.1 Fourth Amendment to the Amended and Restated Employment Agreement, dated as of March 8, 2023, by and between the Company and Laurence Winoker (incorporated by reference to Exhibit 10.18 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022)
−Removed: 10.2 Third Amendment, dated March 8, 2023, to the Employment Agreement dated as of November 8, 2017, by and between Lifetime Brands, Inc.
−Removed: and Daniel Siegel (incorporated by reference to Exhibit 10.26 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022)
−Removed: 10.3 Third Amendment, dated March 8, 2023, to the Employment Agreement dated as of December 22, 2017 by and between Lifetime Brands, Inc.
−Removed: and Robert Kay (incorporated by reference to Exhibit 10.35 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022)
−Removed: 10.4 Amendment No.
−Removed: 2 to the Receivables Purchase Agreement, dated as of January 6, 2023 by and among the Company, as a Seller and as a Seller Agent and initial Servicer, for itself and each of its subsidiaries thereto as a Seller, and HSBC Bank USA, National Association, as Purchaser (incorporated by reference to Exhibit 10.45 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022)
−Removed: 10.5 Amendment to Option Grant Certificates, dated as of March 8, 2023, by and among the Company and Jeffrey Siegel (incorporated by reference to Exhibit 10.46 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022)
+Added: Fifth Amendment to the Amended and Restated Employment Agreement, dated as of November 8, 2023, by and between the Company and Laurence Winoker
+Added: Fourth Amendment to the Employment Agreement, dated as of November 8, 2023, by and between the Company and Daniel Siegel
+Added: Second Amendment, dated October 19, 2023, to that certain Stockholders Agreement, dated as of March 2, 2018, by and between Lifetime Brands, Inc.
+Added: and Taylor Parent, LLC (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on October 20, 2023)
Certification by Robert B.
4 unchanged sentences
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
−Removed: 101.INS Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)
−Removed: 101.SCH Inline XBRL Taxonomy Extension Schema Document
−Removed: 101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document
−Removed: 101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document
−Removed: 101.LAB Inline XBRL Taxonomy Extension Labels Linkbase Document
−Removed: 101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document
+Added: Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document)
+Added: Inline XBRL Taxonomy Extension Schema Document
+Added: Inline XBRL Taxonomy Extension Definition Linkbase Document
+Added: Inline XBRL Taxonomy Extension Calculation Linkbase Document
+Added: Inline XBRL Taxonomy Extension Labels Linkbase Document
+Added: Inline XBRL Taxonomy Extension Presentation Linkbase Document
104 The cover page from this Quarterly Report on Form 10-Q, formatted in Inline XBRL and contained in Exhibit 101
+Added: * Filed herewith
+Added: ** Furnished herewith
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
1 unchanged sentence
/s/ Robert B.
−Removed: Kay August 3, 2023
+Added: Kay November 9, 2023
Chief Executive Officer and Director
(Principal Executive Officer)
−Removed: /s/ Laurence Winoker August 3, 2023
+Added: /s/ Laurence Winoker November 9, 2023
Laurence Winoker
2 unchanged sentences
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.