Easterly Government Properties, Inc.
For the period ended Dec 31, 2025. Filed Feb 23, 2026.
View on SEC.govAbout this filing
A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Feb 23, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 9B. Other Information
(a)
On February 18, 2026, the Compensation Committee of the Board of Directors of the Company approved the adoption of an Executive Cash Severance Plan (the “Executive Severance Plan”) under which Darrell W. Crate, the Company’s Chief Executive Officer and President and other named executive officers, namely Michael P. Ibe, the Company’s Executive Vice President, Development and Acquisitions and Vice Chairman of the Board of Directors, Allison E. Marino, the Company’s Executive Vice President, Chief Financial Officer, and Franklin V. Logan, the Company’s Executive Vice President, General Counsel and Secretary are eligible to receive severance cash payments in the event of a qualifying termination of employment with the Company.
Involuntary Termination Outside of the Change in Control Period:
Under the terms of the Executive Severance Plan, in the event that an eligible participant’s employment is terminated by the Company or an affiliate without Cause (as defined in the Executive Severance Plan) and due to a reason other than such participant’s death or Disability (as defined in the Executive Severance Plan) or the eligible participant resigns for Good Reason (as defined in the Executive Severance Plan), and such termination or resignation occurs outside of the period beginning six months prior to a Change in Control (as defined in the Executive Severance Plan) and ending (i) for Mr. Crate, 24 months after the date that the Change in Control is consummated, (ii) for Mr. Ibe and Ms. Marino, 18 months after the date that the Change in Control is consummated and (iii) for Mr. Logan, 12 months after the date that the Change in Control is consummated (the “Change in Control Period”), the eligible participant will be entitled to receive (1) an amount equal to (A) for Mr. Crate, three times, (B) for Mr. Ibe and Ms. Marino, one and a half times and (C) for Mr. Logan, one times the sum of (x) the eligible participant’s annual base salary at the rate in effect as of the date of termination and (y) the eligible participant’s target annual cash incentive compensation (“Target Bonus”) in effect immediately prior to the date of termination, (2) a pro-rated portion of the eligible participant’s Target Bonus in effect immediately prior to the date of termination and (3) an amount equal to the eligible participant’s monthly COBRA premiums on the date of termination multiplied by 24. Such amounts are payable in a lump sum within 60 days of the date of termination.
Receipt of such severance payments and benefits is subject to the eligible participant’s execution and the effectiveness of a separation agreement and release in a form and manner satisfactory to and provided by the Company that contains, among other provisions, a general release of claims in favor of the Company and related persons and entities, confidentiality, return of property and non-disparagement provisions, a reaffirmation of the eligible participant’s Continuing Obligations (as defined in the Executive Severance Plan), and, in the Company’s sole discretion, a post-employment noncompetition agreement, and provides that if the eligible participant breaches any of the Continuing Obligations, all severance payments and benefits shall immediately cease.
Involuntary Termination During a Change in Control Period:
If an eligible participant’s employment is terminated by the Company or an affiliate without Cause and for a reason other than the participant’s death or Disability or if an eligible participant resigns for Good Reason and such termination or resignation occurs during the Change in Control Period, the eligible participant will be entitled to receive (1) an amount equal to (A) for Mr. Crate, three times, (B) for Mr. Ibe and Ms. Marino, two times and (C) for Mr. Logan, one and a half times the sum of (x) the eligible participant’s annual base salary at the rate in effect as of the date of termination or the date of the Change in Control, whichever is higher, and (y) the eligible participant’s Target Bonus in effect immediately prior to the date of termination or the date of the Change in Control, whichever is higher, (2) a pro-rated portion of the eligible participant’s Target Bonus in effect immediately prior to the date of termination or the date of the Change in Control, whichever is higher, and (3) an amount equal to the eligible participant’s monthly COBRA premiums on the date of termination multiplied by 24. Such amounts are payable in a lump sum within 60 days of the date of termination.
Receipt of such severance payments and benefits is subject to the eligible participant’s execution and the effectiveness of a general release of claims against the Company and all related persons and entities.
Termination Due to Death or Disability:
If an eligible participant’s employment is terminated due to the eligible participant’s death or Disability, the eligible participant will be entitled to receive (1) a pro-rated portion of the eligible participant’s Target Bonus in effect immediately prior to the date of termination and (2) an amount equal to the eligible participant’s monthly COBRA premiums on the date of termination multiplied by 18. Such amounts are payable in a lump sum within 60 days of the date of termination.
Receipt of such severance payments and benefits is subject to the eligible participant’s execution and the effectiveness of a general release of claims against the Company and all related persons and entities.
The foregoing description of the Executive Severance Plan does not purport to be complete and is subject to, and qualified in its entirety by, the full text of such plan, a copy of which is attached hereto as Exhibit 10.34 and incorporated herein by reference.
(b)
During the three months ended December 31, 2025, none of our directors or officers (as defined in Rule 16a-1(f) of the Exchange Act)adopted, terminated ormodified a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K).
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.