Green Brick Partners Inc
For the period ended Dec 31, 2023. Filed Feb 29, 2024.
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FY2023 · Filed Feb 29, 2024
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Item 9B. Other Information
(a) 10b5-1 Trading Plans
During the three months ended December 31, 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.
On January 30, 2024, the Company entered into a First Amendment to each of its outstanding note purchase agreements to revise certain financial covenants in order to appropriately reflect the Company’s size and growth and to align each note purchase agreement with the Company’s recently amended credit agreement.
All other material terms of the note purchase agreements remain unchanged. The Company and certain of its affiliates may from time to time enter into commercial arrangements with the holders of the notes and/or their respective affiliates, and affiliates of certain of the holders may provide advisory and other services to the Company and its affiliates.
The description above is qualified in its entirety by reference to each amendment, copies of which are filed as Exhibit 10.39A, 10.41A, 10.45A and 10.49A to this Annual Report on Form 10-K.
On October 26, 2023, the Company renewed its employment agreement with Jed Dolson (the “Dolson Employment Agreement”) promoting Mr. Dolson to President and Chief Operating Officer, effective October 27, 2023, and extending the term of his employment for an additional three years. The Dolson Employment Agreement increases Mr. Dolson’s annual base salary to $800,000, commencing October 27, 2023, and his target bonus to 75% of the 2024, 2025 and 2026 target bonuses approved by the Compensation Committee for the Company’s Chief Executive Officer in 2024, 2025 and 2026, respectively. Payment of the bonus is contingent upon the achievement of performance goals established and assessed solely at the discretion of the Compensation Committee of the Company’s Board of Directors. The annual bonus may be payable partially in cash and partially in equity, as determined by the Compensation Committee. All other material terms of the Dolson Employment Agreement remain the same, including the provisions for severance benefits and for the non-competition, non-solicitation and confidentiality provisions during his employment and for a period of twelve months after termination.
On December 31, 2023, the Company renewed its employment agreement with Mr. Costello (the “Costello Employment Agreement”) extending the term of his employment until December 31, 2026. The Costello Employment Agreement increases Mr. Costello’s annual base salary to $550,000, commencing January 1, 2024, and his target bonus to $675,000 for the fiscal years ending December 31, 2024, 2025 and 2026. Payment of the bonus is contingent upon the achievement of performance goals established and assessed solely at the discretion of the Compensation Committee of the Company’s Board of Directors. The annual bonus may be payable partially in cash and partially in equity, as determined by the Compensation Committee. All other material terms of the Costello Employment Agreement remain the same, including the provisions for severance benefits, change in control benefits, and for the non-competition, non-solicitation and confidentiality provisions during his employment and for a period of twelve months after termination.
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