KBR, Inc. has entered into amended and restated severance and change in control agreements with its entire executive leadership team, including CEO Stuart Bradie. The updated agreements introduce more favorable terms for executives, most notably by increasing the cash severance payment for non-CEO executive officers.
Key Details
- Increased Severance Multiple: The cash severance payment for executive officers, other than the CEO, has been increased from 1.0x to 1.5x of their base salary plus target bonus.
- Revised Termination Definitions: The definition of "Good Reason" for an executive to resign has been expanded to include material diminution of compensation or duties, and relocation of more than 50 miles. The definition of "Cause" for termination by the company has been narrowed, requiring willful and repeated failure to perform duties and excluding disagreements over strategy or failure to meet performance targets.
- Enhanced Retirement Terms: The agreements now include objective retirement eligibility criteria (sum of age and service equals 70 or greater, with minimums) and provide for pro-rata vesting of Restricted Stock Units (RSUs) upon retirement.
- Specific Officer Enhancements: The agreement for Sonia Galindo, EVP and General Counsel, includes additional provisions for pro-rata vesting of all equity awards in a non-change in control severance and an exception to the non-compete clause for practicing law.