Hagerty Inc
For the period ended Sep 30, 2024. Filed Nov 7, 2024.
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Sep 30, 2024 · Filed Nov 7, 2024
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Item 5. Other Information
(a) Paul Rehrig, President of Media & Entertainment and a named executive officer of Hagerty, Inc. (the "Company"), will be stepping down from his role with the Company and its subsidiaries on December 2, 2024 (the "Effective Date") to pursue entrepreneurial opportunities.
In connection with Mr. Rehrig's departure, he entered into an Employee Separation and Release of Claims Agreement (the "Separation Agreement") with Hagerty Insurance Agency, LLC pursuant to which Mr. Rehrig is entitled to receive (i) continued payment of his base salary for twelve (12) months following the Effective Date, (ii) a single lump sum payment for his accrued and unused paid time off through the Effective Date, and (iii) a single lump sum payment of an amount to be calculated in accordance with the Company's Annual Incentive Plan for the year ended December 31, 2024 as determined by the Company's Talent, Culture, and Compensation Committee that is due no later than March 15, 2025, with each payment subject to applicable tax and other withholdings. In the event Mr. Rehrig elects health insurance coverage under COBRA, Hagerty Insurance Agency, LLC has agreed to pay the applicable contribution towards his then-current health insurance coverage for a period of nine months.
The Separation Agreement also provides for a release and waiver of claims in favor of the Company and its subsidiaries and Mr. Rehrig's compliance with certain restrictive covenants, including, non-solicitation of employees or customers, non-competition, cooperation and non-disparagement obligations.
The foregoing summary is qualified in its entirety by reference to the full text of the Separation Agreement, which is attached hereto as Exhibit 10.3 and incorporated herein by reference.
(b) On August 9, 2024, Rob Kauffman, ourdirector, in his capacity as sole member of Aldel LLC, adopted a programmed plan of transactions intended to satisfy the affirmative defense provided by Rule 10b5-1 (the "10b5-1 Plan"). The 10b5-1 Plan provides for a first possible trade date of November 19, 2024, and terminates automatically on the earlier of the execution of all trades contemplated by the 10b5-1 Plan or November 14, 2025. The aggregate number of shares to be sold pursuant to the 10b5-1 Plan is 3,500,000 shares of Class A Common Stock held by Aldel LLC. During the three months ended September 30, 2024, no director or officer of the Company, other than Mr. Kauffman, hasadopted orterminated 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.
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