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Mistras Group, Inc. Reports Executive Employment Agreement for CFO Edward Prajzner

$MG
Form 8-K
Filed on: 2025-01-02
Source
Mistras Group, Inc. Reports Executive Employment Agreement for CFO Edward Prajzner

Based on the provided section of the financial report (Form 8-K), here are the key insights and important information extracted:

Company Information:

  • Company Name: Mistras Group, Inc.
  • State of Incorporation: Delaware
  • IRS Employer Identification Number: 22-3341267
  • Principal Executive Offices Address:
  • 195 Clarksville Road
  • Princeton Junction, New Jersey 08550
  • Telephone Number: (609) 716-4000
  • Trading Symbol: MG
  • Exchange: New York Stock Exchange

Event Summary:

  • Date of Report: December 31, 2024
  • Filing Type: Current Report (Form 8-K)

Key Event:

  • Item 5.02 - Employment Agreement with Edward Prajzner:
  • Position: Senior Executive Vice President and Chief Financial Officer (CFO)
  • Effective Date of Agreement: January 1, 2025
  • Annual Base Salary: $500,000
  • Target Annual Bonus (2024 & 2025): 100% of base salary (actual payout ranges from 0% to 200% based on performance).
  • Equity Incentive Opportunity: Target amount is 125% of base salary for 2024 and 2025 (actual award also ranges from 0% to 200% based on performance).
  • Automobile Allowance: $10,100 per year.

Severance Benefits:

  • If terminated without cause or if he resigns for good reason:
  • Continuation of base salary for 24 months.
  • Payment of any earned but unpaid annual incentive for the previous year.
  • Pro-rata annual incentive for the year of termination.
  • Accelerated vesting of certain awards.
  • COBRA continuation coverage for 12 months at company expense.
  • In case of termination during a specified period around a change in control, a lump sum payment equal to two times his target annual bonus will be provided instead of the pro-rata annual incentive.

Additional Provisions:

  • The agreement includes confidentiality and intellectual property ownership clauses.
  • Non-competition Covenant: 12 months post-termination.
  • Non-solicitation Covenant: 24 months post-termination.

Reference:

  • The Employment Agreement is filed as Exhibit 10.1 alongside this Current Report.

This summary provides an overview of the significant changes in executive compensation and the terms of the employment agreement for Edward Prajzner, which could impact the company's financial obligations and governance structure moving forward.