Item 5. Other Information
Item 5. Other Information
During the three months ended June 30, 2023, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
Resignation of Gary Barancik as Chief Financial Officer Effective December 31, 2023
On August 2, 2023, Perella Weinberg Partners (“PWP” or the “Company”) announced that Gary Barancik will be stepping down from his role as Chief Financial Officer of the Company, effective December 31, 2023. In connection with his separation, Mr. Barancik entered into a separation and transition agreement and a consulting agreement, as described below.
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Appointment of Alexandra Gottschalk as Chief Financial Officer Effective January 1, 2024
Alexandra Gottschalk, Managing Director and Chief Accounting Officer of the Company, has been appointed Chief Financial Officer of the Company, effective January 1, 2024.
Alexandra Gottschalk, 37, has served as Chief Accounting Officer of the Company since 2019. Ms. Gottschalk is a seasoned financial executive, with over 15 years of accounting experience. Ms. Gottschalk has also served as Controller of the Company or its business units (including TPH&Co.) since 2010. Prior to that, she was with PwC in the firm’s Assurance practice and began her career at Deloitte in the International Tax Group. Ms. Gottschalk earned a Master of Science in Accountancy and a Bachelor of Business Administration in Accounting from the University of Houston Honors College. Additionally, she is a Certified Public Accountant.
There is no family relationship between Ms. Gottschalk and any other person that would require disclosure under Item 401(d) of Regulation S-K. Executive officers are elected by, and serve at the discretion of, the Board of Directors of the Company. Further, with regard to Ms. Gottschalk, there are no transactions since the beginning of the Company’s last fiscal year, or any currently proposed transaction, in which the Company is a participant that would require disclosure under Item 404(a) of Regulation S-K.
Separation and Transition Agreement and Consulting Agreement with Gary Barancik
On August 2, 2023, the Company entered into a separation and transition agreement with Gary Barancik, which provides that if he remains employed as Chief Financial Officer through December 31, 2023, executes a release of claims, and completes the transition of his responsibilities, he will receive (i) a total separation payment of $2,450,000, payable in two installments on or about December 31, 2023 and June 30, 2024, (ii) continued vesting of his outstanding performance-based and time-based restricted stock units and his unvested partnership interests for the duration of the consulting period (as described below), (iii) waiver of the lock-up period applicable to his vested partnership interests, and (iv) certain Company-paid health insurance continuation premiums and other benefits.
In addition, on August 2, 2023, Perella Weinberg Partners Group LP entered into a consulting agreement with Mr. Barancik, which provides that, commencing on January 1, 2024, Mr. Barancik will provide strategic advisory services as may be reasonably requested by Perella Weinberg Partners Group LP. As consideration for the consulting services, in addition to the continued vesting of his equity (as described above), Mr. Barancik will receive consulting fees of $5,000 with respect to each calendar quarter from January 1, 2024, through June 30, 2026, unless either party terminates the consulting agreement earlier in accordance with its terms.
Item 6. Exhibits.
Exhibit
Number
Description
10.1* Amendment Agreement, dated as of June 30, 2023, by and among Perella Weinberg Partners Group LP, as Borrower, and each Lender under the Credit Agreement and Cadence Bank, as administrative agent.
31.1* Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2* Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1** Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2** Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document.
101.SCH Inline XBRL Taxonomy Extension Schema Document
101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
* Filed herewith.
** Furnished herewith.
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SIGNATURES
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 thereunto duly authorized.
PERELLA WEINBERG PARTNERS
Date: August 4, 2023
By: /s/ ANDREW BEDNAR
Andrew Bednar
Chief Executive Officer
(Principal Executive Officer)
Date: August 4, 2023
By: /s/ GARY S. BARANCIK
Gary S. Barancik
Chief Financial Officer
(Principal Financial Officer)
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.