Item 5.02. Departure of directors or certain managers; Election of directors; Appointment of certain officers; Compensatory provisions of certain executives.
At December 21, 2022, United Insurance Holdings Corp. (“UIHC” or “the Company”) has entered into retention agreements with B. Bradford Martz, Chris Griffith and
Brooke Adler (each, an “Officer” and collectively, the “Officers”). The duration of these retention agreements is per December 31, 2023 (the “Target Date”). In exchange for the agreement of each Executive to remain employed by the Company until the Target Date, the Company will pay a retention allowance to the Executives on December 30, 2022. This retention payment will not fully vest until the end of the target date.
In the event that the Manager resigns from his employment with the Company, with a valid reason, as defined in his employment contract with the Company, the Manager must reimburse 100% of his retention payment if this resignation is prior to May 31, 2023 and 50% if this resignation is between June 1, 2023 and
December 31, 2023. This reimbursement must take place within 15 days of the termination of employment. Additionally, in the event that the officer resigns without cause, is terminated by the Company for cause, or is terminated due to death or disability, as defined in their employment contract with the Company, prior to the date target, the executive or his or her estate must repay 100% of his retention payment.
The table below shows the amount of each officer’s retention payment.
NEO Retention Payment
B. Bradford Martz $ 283,500
Chris Griffith $ 207,900
Brooke Adler $ 170,100
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the duly authorized undersigned.
UNITED INSURANCE HOLDINGS CORP.
December 27, 2022 By: /s/ B. Bradford Martz
B. Bradford Martz, Chief Financial Officer and President
(principal financial officer and principal accounting
officer)
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